Media Mergers and Acquisitions

Overview

"It is a superb firm and the lawyers are excellent; they are dedicated, smart and very knowledgeable."

– Chambers USA 2021

BakerHostetler’s counsel to media companies began more than 90 years ago—and we continue to lead in helping media companies navigate critical and evolving issues in these industries, occasioned by current technological transformations and the convergence of content and distribution.

Our Media Mergers and Acquisitions team is a leading advisor for companies focused on both content and distribution in the media industry. From stock and asset acquisitions and divestitures to international joint ventures and licensing arrangements, clients know that we bring frontline experience and understanding to their transactions.

We started by representing companies with traditional newspaper assets and now count among our clients some of the nation’s largest and most prominent entertainment and new media companies, financial sponsors and sports organizations. With team members in 17 offices from California to New York and a global network of “best in class” M&A firms that have similar media industry experience, we are well-positioned to represent our clients’ business objectives in the U. S. and globally in cross-border transactions.

We have a deep understanding of key industry issues—from the Digital Millennium Copyright Act and open source software counseling to the Broadcast Employees Freedom to Work Act and other state media-centric labor laws. We draw our knowledge from a wealth of experience across our firm in areas including intellectual property, open source, data privacy, tax, labor, technology export control and FCPA, FCC and FTC regulatory advice.

This acute industry expertise sets us apart in representing the interests of media companies in their M&A and general corporate activities.

Select Experience

Represented The E.W. Scripps Company (NYSE:EWS) in connection with its asset purchase of two large key television stations and related market assets from private equity-backed Granite Broadcasting for $110 million and in its all-stock deal in which it acquired private equity-backed Newsy, a digital news platform, for $35 million cash. Received The M&A Advisors highest honor of “Middle Market Deal of the Year (over $100 million to $250 million) 2014” for this transaction.
Represented The E.W. Scripps Company in its $212 million acquisition of McGraw-Hill Broadcasting Company, a subsidiary of The McGraw-Hill Companies. We navigated a competitive bidding process, a 72-hour window to conduct negotiations, and a strict 90-day deadline to close the deal, which made Scripps the second largest owner of independent ABC television affiliates. Won honors as “Sector Deal of the Year (From $100 million to $1 billion)” in the Technology, Media and Telecom category at the 11th annual M&A Advisor Awards.
Represented Sandusky Newspapers, Inc., in its $85.5 million sale of 10 radio stations to Hubbard Broadcasting. Hubbard’s acquisition expands the Minneapolis-based communication company’s radio group portfolio by 50 percent, extending its radio footprint to 30 stations in seven markets.
Represented United Media and The E. W. Scripps Company in connection with the sale of substantially all of the assets of United Media Licensing, including the ownership rights to the “Peanuts,” “Fancy Nancy” and “Dilbert” libraries. Awarded “Middle Market Deal of the Year (from $100 million to $250 million)” from The M&A Advisor.

Name	Title	Office	Email
Gerald J. Ferguson New York +1.212.589.4238 Partner Gerald J. Ferguson	Partner	New York	gferguson@bakerlaw.com
Steven H. Goldberg New York +1.212.589.4219 Partner Steven H. Goldberg	Partner	New York	sgoldberg@bakerlaw.com
Robert B.G. Horowitz New York +1.212.589.4240 Partner Robert B.G. Horowitz	Partner	New York	rhorowitz@bakerlaw.com
Daniel Kirkpatrick Washington, D.C. +1.202.861.1758 Partner Daniel Kirkpatrick	Partner	Washington, D.C.	dkirkpatrick@bakerlaw.com
Robert F. Morwood Cincinnati / New York +1.513.852.2603 / +1.212.847.7038 Partner Robert F. Morwood	Partner	Cincinnati	rmorwood@bakerlaw.com

Experience

Represented The E.W. Scripps Company (NYSE:EWS) in connection with its asset purchase of two large key television stations and related market assets from private equity-backed Granite Broadcasting for $110 million and in its all-stock deal in which it acquired private equity-backed Newsy, a digital news platform, for $35 million cash. Received The M&A Advisors highest honor of “Middle Market Deal of the Year (over $100 million to $250 million) 2014” for this transaction.
Represented The E.W. Scripps Company in its $212 million acquisition of McGraw-Hill Broadcasting Company, a subsidiary of The McGraw-Hill Companies. We navigated a competitive bidding process, a 72-hour window to conduct negotiations, and a strict 90-day deadline to close the deal, which made Scripps the second largest owner of independent ABC television affiliates. Won honors as “Sector Deal of the Year (From $100 million to $1 billion)” in the Technology, Media and Telecom category at the 11th annual M&A Advisor Awards.
Represented Sandusky Newspapers, Inc., in its $85.5 million sale of 10 radio stations to Hubbard Broadcasting. Hubbard’s acquisition expands the Minneapolis-based communication company’s radio group portfolio by 50 percent, extending its radio footprint to 30 stations in seven markets.
Represented United Media and The E. W. Scripps Company in connection with the sale of substantially all of the assets of United Media Licensing, including the ownership rights to the “Peanuts,” “Fancy Nancy” and “Dilbert” libraries. Awarded “Middle Market Deal of the Year (from $100 million to $250 million)” from The M&A Advisor.

Recognition

Chambers USA:
- Corporate/M&A & Private Equity in Florida (2011 to 2017)
- Corporate/M&A: Highly Regarded in New York (2011 to 2017)
- Corporate/M&A in Ohio (2007 to 2017)
  - Band 1 (2010 to 2017)
- Media & Entertainment in Washington, D.C. (2017)
The Legal 500 United States: M&A/corporate and commercial: M&A: middle-market (sub-$500m) (2010 to 2016)
- Tier 1 (2010, 2015, 2016)
U.S. News – Best Lawyers “Best Law Firms” Mergers & Acquisitions Law (2016)
- National Tier 2
- Metro Cleveland, Tier 1
- Metro Columbus, Tier 2
- Metro Denver, Tier 3
- Metro Orlando, Tier 2
The M&A Advisor
- Deal of the Year ($200 million to $500 million) 2017 for The E.W. Scripps Company’s simultaneous acquisitions of Katz Broadcasting Network and Bounce Media. This deal also earned the 2017 Consumer Discretionary (over $100 million) sector deal of the year.
- “M&A Deal of the Year ($500 million to $1 billion)” 2015 for the creation of two separate public companies with The E.W. Scripps Company and Journal Media Group. This deal was also awarded the 2015 “Sector Deal of the Year (Media)”.
- “Middle Market Deal of the Year (over $100 million to $250 million) 2014” for the acquisition of two television stations from Granite Broadcasting by The E.W. Scripps Company.
- Awarded “Sector Deal of the Year” (from $100 million to $1 billion)” in the “Technology, Media and Telecom Category 2012” for representation of The E.W. Scripps Company’s purchase of McGraw-Hill’s Broadcasting Group.
- Awarded 2010 “Middle Market Deal of the Year” (from $100 million to $250 million) for the sale of Characters Licensing, a subsidiary of Scripps responsible for the licensing of the Peanuts characters, Dilbert, Fancy Nancy, and others to the Iconix Brand Group and family members of the late Charles Schulz.
Named in the 2012 edition of India Business Journal's list of leading U.S. law firms doing business in India.
Featured as a firm to watch in The Deal magazine.
Recognized as one of the top law firms for client service, BakerHostetler was named to the 2020 BTI Client Service 30 for the sixth consecutive year.