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Discovery Builds Leveraging Power in Scripps Networks Acquisition

Phillip Dampier July 31, 2017 Competition, Consumer News, Online Video, Reuters No Comments

NEW YORK (Reuters) – Discovery Communications Inc is acquiring Scripps Networks Interactive Inc for $11.9 billion in a deal expected to boost the company’s negotiating leverage as it seeks new audiences.

The acquisition, announced on Monday, brings together Scripps’ largely female-focused lifestyle channels such as HGTV, Travel Channel and Food Network with Discovery’s Animal Planet and Discovery Channel, whose viewers are primarily male.

Despite expectations of $350 million in total cost synergies, many analysts questioned how the combined company would compete long term as viewers cut cords to cable providers and as advertising and ratings decline.

Discovery shares ended regular trading down 8.2 percent at $24.60 while those of Scripps finished up 0.6 percent at $87.41.

Discovery is paying 70 percent cash and 30 percent stock for Scripps. The total price of the deal is $14.6 billion including debt.

“While we believe the two companies are likely better positioned together, rather than apart, the longer-term issues facing the industry still remain,” wrote John Janedis, an analyst at Jefferies, in a note on Monday.

Both Discovery and Scripps reported quarterly earnings on Monday that reflected the challenges facing U.S. media companies. Scripps missed its second quarter ad guidance and lowered its full-year estimates, and Discovery reported flat advertising and lower affiliate revenue.

U.S. television networks and cable providers are under pressure as more viewers watch shows and movies on phones and tablets. There is also increased competition for viewers from streaming services such as Netflix Inc and Amazon.com Inc.

Five of the largest U.S. pay TV providers posted subscriber losses during the second quarter.

The combined company’s larger programming slate might give it an advantage in negotiations for inclusion in skinny bundles, or economy-priced cable packages that offer fewer channels than a standard contract.

After the merger, the company will offer 300,000 hours of content and capture about a 20 percent share of ad-supported cable audiences in the United States, Discovery said on an analyst call Monday morning.

“The transaction supports and accelerates Discovery’s pivot from a linear TV-only company to a leading content provider across all screens and services around the world,” David Zaslav, Discovery’s chief executive, told investors.

The combined company would also have more muscle in negotiations with cable and other distributors when contracts come up for renewal, executives said.

By adding Scripps programming, Discovery could also launch its own “skinny bundle” of networks at a low cost, executives said.

The combined company would be home to five of the top cable networks for women with more than a 20 percent share of women prime-time viewers in the United States, according to Discovery.

Discovery will evaluate the Scripps channels, as it has its own, to figure out if any could be web-based, Zaslav said on the call.

Scripps has been considered a takeover target since the Scripps family trust, which controlled the company, was dissolved five years ago.

Under the terms of the deal, Scripps CEO Ken Lowe would join the board of the combined company.

The deal requires regulatory and shareholder approvals. Major shareholders including cable magnate John Malone, Advance/Newhouse Programming Partnership and members of the Scripps family, support the deal, the companies said.

Discovery had tried unsuccessfully twice before to buy Scripps. Discovery outbid Viacom Inc for Scripps, Reuters reported first last week.

Guggenheim Securities and Goldman Sachs served as financial advisers to Discovery. Allen & Co LLC and J.P. Morgan Securities served as financial advisers to Scripps.

Evercore Group served as financial adviser to the Scripps family.

Reporting by: Jessica Toonkel; Editing by Jeffrey Benkoe and Steve Orlofsky

Republican-Dominated FCC Votes 2-1 to Advance Repeal of Net Neutrality

Phillip Dampier May 18, 2017 Net Neutrality, Public Policy & Gov't, Reuters 1 Comment

FCC headquarters in Washington, D.C.

(Reuters) The U.S. Federal Communications Commission voted 2-1 on Thursday to advance a Republican plan to reverse the Obama administration’s 2015 “Net Neutrality” order.

FCC chairman Ajit Pai has proposed the commission repeal the rules that reclassified internet service providers as if they were utilities. He thinks the open internet rules by President Barack Obama, a Democrat, were unnecessary and harm jobs and investment.

“We propose to repeal utility-style regulation,” Pai said Thursday. “The evidence so far strongly suggests that this is the right way to go.”

The public will have until mid-August to offer comments before the FCC votes on a final plan.

Pai wants public input on whether the FCC has the authority or should keep its “bright line” rules barring internet companies from blocking, throttling or giving “fast lanes” to some websites. He has not committed to retaining any rules, but said he favors an “open internet.”

Pai said he would make a final proposal public before a final vote and said the FCC will conduct a cost-benefit analysis.

Democratic FCC Commissioner Mignon Clyburn, who voted against the plan, said the end game appears to be an internet without FCC regulatory oversight. She said the proposal “jeopardizes the ability of the open internet to function tomorrow, as it does today.”

The FCC, which has already received more than 1 million comments, is also seeking comment on whether U.S. states should be able to set their own broadband privacy or other regulations.

Facebook, Alphabet Inc, and others back Net Neutrality rules, saying they guarantee equal access to the internet.

Broadband providers AT&T Inc, Verizon Communications, and Comcast oppose the 2015 order, saying it would discourage investment and innovation.

Internet providers insist they will not engage in blocking or throttling even in the absence of rules, but critics are skeptical.

Senator Brian Schatz, a Democrat, said “it will take millions of people standing up, just like they did before, to say that the internet needs to stay free and open. That’s what it will take to win.”

Comcast, Charter Communications, and Altice USA signed an advertisement Wednesday saying they are “committed to an open internet that gives you the freedom to be in charge of your online experience…. We do not block, throttle or otherwise impair your online activity.”

USTelecom, an industry trade group, said the FCC “is moving the conversation beyond the merits of Net Neutrality to how best to safeguard this universally embraced value with a modern, constructive policy framework.”

(Reporting by David Shepardson; editing by Grant McCool)

FCC’s Ajit Pai Proposes Eliminating Net Neutrality Rules; Claims Government is ‘Controlling Internet’

Phillip Dampier April 27, 2017 Net Neutrality, Public Policy & Gov't, Reuters 5 Comments

FCC Chairman Ajit Pai announces his opposition to Net Neutrality at a FreedomWorks-sponsored event at the Newseum in Washington, D.C.

WASHINGTON (Reuters) – The head of the U.S. Federal Communications Commission on Wednesday proposed overturning the landmark 2015 Obama-era Net Neutrality rules that prohibit broadband providers from giving or selling access to certain internet services over others.

FCC Chairman Ajit Pai, named by President Donald Trump in January, said at a speech in Washington he wants to reverse rules that boosted government regulatory powers over internet service providers. Proponents who fought to get the rules passed said his proposal would set off a fierce political battle over the future of the internet regulation.

The rules, which the FCC put in place in 2015 under former President Barack Obama, prohibit broadband providers from giving or selling access to speedy internet, essentially a “fast lane,” to certain internet services over others.

The rules reclassified internet service providers much like utilities. They were favored by websites who said they would guarantee equal access to the internet to all but opposed by internet service providers, who said they could eventually result in rate regulation, inhibit innovation and make it harder to manage traffic. Pai said he believed the rules depressed investment by internet providers and cost jobs.

“Do we want the government to control the internet? Or do we want to embrace the light-touch approach” in place since 1996 until revised in 2015, he asked.

A federal appeals court upheld the rules last year. The Internet Association, a group representing Facebook Inc, Alphabet Inc, and others, said the rules were working and that reversing them “will result in a worse internet for consumers and less innovation online.”

Pai said his proposal will face an initial vote on May 18 but he would not seek to finalize a reversal of the Obama rules until the FCC takes public comment, which could take several months.

Republican FCC Commissioner Mike O’Rielly said the rules “took internet policy down into a dark and horrible abyss” and said the FCC will “expunge Net Neutrality regulations from the internet.”

Internet providers such as AT&T, Verizon Communications, and Comcast Corp have argued that the Net Neutrality rules have made investment in additional capacity less likely. Comcast chairman and chief executive Brian Roberts said Pai’s proposal “creates an environment where we can have a fresh constructive dialogue.”

Democratic Senator Edward Markey predicted Pai’s plan to overturn the rules would face a “tsunami of resistance.”

Democrats and advocates of the rules called for a massive public outcry to preserve them. In 2014, comedian John Oliver in his HBO show owned by Time Warner Inc., helped galvanize support for Net Neutrality.

“I am confident that the millions of Americans who weighed in with the FCC in support of the open internet order will once again make their voices heard to demonstrate how wrongheaded this approach is,” said Senate Democrat Leader Charles Schumer.

Republicans said Democrats should work with them to pass a legislative fix to set internet rules. Senate Republican Leader Mitch McConnell praised Pai for working to reverse “the Obama Administration’s eight-year regulatory assault on all aspects of our economy.”

(Reporting by David Shepardson; Editing by Tom Brown, Diane Craft and David Gregorio)

Verizon Reports First-Ever Quarterly Loss of Wireless Customers, Despite New Unlimited Data Plan

FILE PHOTO: The logo of Verizon is seen at a retail store in San Diego, California April 21, 2016. REUTERS/Mike Blake/File Photo

(Reuters) – Verizon Communications Inc on Thursday reported its first-ever quarterly loss of subscribers, even as it offered an unlimited data plan, raising questions on whether the No. 1 U.S. wireless carrier may need a larger acquisition than Yahoo to diversify its business.

Verizon has been struggling to fend off smaller rivals T-Mobile US Inc and Sprint Corp in a maturing market for U.S. wireless service, and in February offered an unlimited data plan for the first time in more than five years.

While it has pursued other revenue streams, including a $4.48 billion deal for Yahoo Inc’s core business, analysts have questioned if it should pursue a more transformative combination.

“We continue to believe that the company needs a strategic transaction to support their wireless business for the long-term,” analysts at New Street Research said in a note.

Meanwhile, Verizon’s main competitor AT&T Inc plans to diversify its business through an $85.4 billion acquisition of Time Warner Inc, which would give it control of cable TV channels like HBO and other coveted media assets.

Verizon’s shares were down 1.2 percent at $48.33 in midday trade.

Earlier this week, Verizon Chief Executive Lowell McAdam said in an interview with Bloomberg News that he is open to deal talks with companies ranging from Comcast Corp to Walt Disney Co.

On Thursday, Chief Financial Officer Matthew Ellis clarified the comments, saying that while the company would consider deals that are in the interest of shareholders, it is confident in its assets.

“The ecosystem is constantly changing, and if there’s somebody who comes to us with an idea of how we can kind of leapfrog forward in that environment, we’re going to listen to them,” Ellis said in an interview with Reuters. But he added, “We are very confident with the strategy that we have.”

In the first quarter, Verizon said it lost 307,000 retail postpaid subscribers or those who pay a monthly bill. Analysts on average were expecting net additions of 222,000, according to market research firm FactSet StreetAccount.

Churn, or customer defections, among wireless retail customers who pay bills on a monthly basis, increased to 1.15 percent of total wireless subscribers, compared with the average analyst estimate of 1.03 percent, according to FactSet.

Ellis noted that churn rose in the first half of the quarter but came down in response to the relaunch of unlimited plans. “It really was a tale of two halves,” he said.

But analysts viewed the results as disappointing.

“They badly missed on every important subscriber metric, and it just underscores that the wireless business is a severely growth-challenged business at the moment,” said Craig Moffett, an analyst at MoffettNathanson in an interview.Net income attributable to Verizon fell to $3.45 billion, or 84 cents per share, in the first quarter ended March 31, from $4.31 billion, or $1.06 per share, a year earlier. Excluding items, earnings per share was 95 cents.

Total operating revenue fell to $29.81 billion from $32.17 billion a year earlier.

According to Thomson Reuters I/B/E/S, analysts had expected adjusted earnings per share of 99 cents and revenue of $30.77 billion.

(Reporting by Anjali Athavaley in New York; Editing by Saumyadeb Chakrabarty, Bernard Orr).

FCC Gives Quick Approval of TV Station Sale That Could Speed AT&T-Time Warner Merger

REUTERS/Brendan McDermid

WASHINGTON (Reuters) – The U.S. Federal Communications Commission said on Monday it approved Time Warner Inc’s sale of a broadcast station in Atlanta to Meredith Corp, a transaction that could help speed Time Warner’s planned merger with AT&T Inc.

In January, AT&T said it expected to be able to bypass the FCC in its planned $85.4 billion acquisition of Time Warner because it would not seek to transfer any significant Time Warner licenses.

FCC Chairman Ajit Pai said previously he did not plan to use the proposed TV station license transfer as a way to examine the AT&T-Time Warner merger. About a dozen senators had urged him to review the deal.

The station that Time Warner is selling, WPCH-TV, for $70 million, is its only FCC-regulated broadcast station. It has other, more minor FCC licenses.

Meredith has operated WPCH-TV for Time Warner since 2011. It was previously known as WTBS. The station is no longer considered a superstation in the United States, after Turner Broadcasting System created a new national network it dubbed TBS. WTBS changed its over-the-air call letters to WPCH, rebranded as “Peachtree TV,” and is considered an independent television station airing off-network sitcoms and dramas. However, WPCH is still widely seen across Canada, where it remains a “superstation” after Canadian regulators refused to allow Canadian providers to carry Turner’s TBS network.

WPCH-TV, an independent TV station in Atlanta, dubs itself as “Peachtree TV.”

In a statement on Monday, Meredith said it was pleased the FCC approved the application and that it anticipated “moving forward expeditiously to close this deal.”

The company said in February it expected to close on the sale by June 30 and that the deal would not have a material impact on its results.

Time Warner did not immediately comment on the FCC approval.

The Justice Department has to prove a proposed deal harms competition in order to block it. The FCC has broad leeway to block a merger it deems is not in the “public interest” and can impose additional conditions.

AT&T Chief Executive Randall Stephenson told CNBC in February the Justice Department review was ongoing and he thought the deal would close by the end of the year.

“It’s a clean transaction,” he said.

(Reporting by David Shepardson; Additional reporting by Stop the Cap!/Phillip Dampier.)

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