Sinclair, Inc. Class A Common Stock Bank of America 2026 Media,Communications & Entertainment Conference
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Today, Chris Ripley, CEO of Sinclair, Inc., and Narinder Sahai, CFO. Thank you for taking the time for joining us today.
It's great to be here.
Great. Thanks, Marlene. To start, obviously a big thesis to broadcast today is the regulatory environment, the FCC.
The first question is, starting with the FCC voting to repeal the 39% ownership cap, could you pursue larger M&A before any legal challenges are resolved?
The short answer to that is yes. The change in the cap has not hit the federal register yet, but we do expect that to happen shortly. There is already a challenge, I think, filed with one of the courts, which is as expected. If we were to pursue a transaction that required that rule to have been changed, we would seek a prospective waiver as part of that approval. That was used in the Nexstar-Tegna transaction, for instance. We do not know how the ultimate challenge will play out, but it probably will be over a significant period of time, and we strongly believe the FCC has the better case there in terms of their ability to change the cap. That will play out over a long period of time, probably through multiple courts. In the meantime, the ability to transact should be there.
Great. What do you see as the next gating item to large-scale consolidation? Is it financing, valuation, willing counterparties?
Well, we have never had a better regulatory environment for broadcast on the federal side than we have now. You just mentioned the cap being vacated. We also, earlier last year, we had the Top-Four Prohibition rule be vacated by a court ruling. There may be further local ownership loosening in the Quadrennial Regulatory Review. Most importantly, we have had a shift in the market definition at the DOJ, as evidenced by their approval of the Nexstar-Tegna transaction with no required divestiture. It is really a great environment from a federal perspective, but then you also have this new issue that has been emerged by DirecTV, and the state AGs, specifically acute in media, affecting Nexstar-Tegna, but also affecting Sky, Warner Bros. We have learned a lot from looking at that transaction and how that playbook has been run.
I do think there are ways that we can mitigate that attack vector on future transactions. But it is undoubtedly an additional overhang on large-scale M&A. Then there are, as you mentioned, sort of counterparties need to be willing. Control issues need to be figured out. That is the other area within the industry that is, I would say, preventing bigger deals from hitting the market more than you have seen.
Right. Great. Does the remaining time under the current administration impact your M&A strategy at all?
It doesn't impact. Undoubtedly, we would love to get large-scale M&A done inside of this administration. We are doubling down right now on market-by-market optimization, and we think there's a lot to be done there. Previously, that wasn't our focus. We were focused on landing a bigger deal. But we have a very robust pipeline of market-by-market discussions there. We think those transactions can be very accretive, where we're generally focused on overlap markets, doubling up and sometimes tripling up. Those will be not only accretive to the equity but also de-leveraging. We think there's a lot that can be done in that area over the next two years, and then we'll have to see what happens with the change in the administration. Where we are transactionally, we'll certainly have on the books very favorable rules, as we've already talked about.
I think you just never know with a change in administration, but it would be very intellectually dishonest to hold the industry back from continuing to transact.
Great. At what level of leverage would you be comfortable in any M&A or combination scenario? What would you like to achieve from a balance sheet perspective, ideally?
Look, ideally, we would get back to high 3s, low 4s. A large-scale transaction, like the Scripps transaction we pursued late last year, would've gotten us there in one fell swoop. There's multiple ways for us to get there through the market-by-market transactions, further spectrum monetization, cash flow creation, which is going to be very big here in the fourth quarter with political. That's our target, and certainly M&A, I think, will be an accelerant to get there.
No discussions of any kind to report at this point?
On the M&A front, again, we have a very robust pipeline on the market-by-market front, so I'd expect to see some news coming out there.
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