Daily Dicta: Can Pillsbury Partner Save Outrageous Sinclair-Tribune Merger?
Miles Mason is representing Sinclair Broadcast Group, which needs approval from the Federal Communications Commission for its $3.9 billion purchase of Tribune Media Co. The The Pillsbury Winthrop Shaw Pittman partner's job just got a lot harder.
April 03, 2018 at 12:11 PM
6 minute read
Miles Mason's job just got a lot harder—and I'm glad.
The Pillsbury Winthrop Shaw Pittman partner is representing Sinclair Broadcast Group, which needs approval from the Federal Communications Commission for its $3.9 billion purchase of Tribune Media Co.
What's surely not helpful: a viral video that showcases with devastating effect why the merger is not in the public interest. Critics say Sinclair will stifle local voices and impose its right-wing political views on journalists across the country—and this video could be exhibit A.
If you haven't seen it, watch it now: a video montage by Timothy Burke of Deadspin showing dozens of local TV news anchors reading a word-for-word identical script foisted on them by Sinclair HQ about “false news” and “the troubling trend of irresponsible, one-sided news stories plaguing our country.”
Burke compared it to a hostage video. Other commentators—and they are legion—have likened the anchors to zombies or Stepford wives, characterizing the segment as Orwellian or Soviet-style propaganda.
One thing is clear: It's a blatant suck-up to President Trump, who tweeted on Monday, “So funny to watch Fake News Networks, among the most dishonest groups of people I have ever dealt with, criticize Sinclair Broadcasting for being biased. Sinclair is far superior to CNN and even more Fake NBC, which is a total joke.”
Last Week Tonight host John Oliver put it clearly: “When you see just how many local stations were forced to read it and you watch them together, as many have been doing online in the last couple of days, you begin to realize the true effect of Sinclair's reach and power.”
Suffice to say, it's not the publicity you hope for when you're trying to shepherd a merger to approval.
Instead, Mason (who did not respond to a request for comment), along with Tribune co-counsel Mace Rosenstein of Covington & Burling, has to argue with a straight face that the combination will benefit the public.
The sad thing is, the FCC will probably buy it.
From Day One, the deal has been tainted by a sense of special treatment. The merger relies on a loophole to skirt a FCC rule that no company can own TV stations that collectively reach more than 39 percent of households. Post-merger, Sinclair—already the nation's largest broadcaster—would reach 72 percent of households.
What's even more galling is that the FCC under Obama administration chairman Tom Wheeler did away with the loophole, known as the UHF Discount. It was a holdover from the pre-digital era when channels above 13 only counted half as much against the ownership cap because the UHF signal wasn't as strong as the VHF signal. But now that TV is digital, it's a meaningless distinction.
Nonetheless, the FCC under new chairman Ajit Pai reinstated the UHF Discount last year. Because, well, no good reason. Something about how the FCC should reexamine ownership caps and the first step is reinstating this obsolete rule that opens the door to more media consolidation. Riiiight.
Two weeks after the move, Sinclair announced it was buying Tribune.
The merger promptly attracted attention from 15 Democratic senators who flagged “a disturbing pattern of a three-way quid pro quo involving Sinclair, the Trump Administration, and Chairman Ajit Pai.”
But it hasn't resonated with the public like other big FCC proceedings have. The FCC's Sinclair docket has just 3,597 filings, compared to 22 million on net neutrality (even though many of those comments were fake).
Perhaps now that will change. At a minimum, the video makes a powerful case to require more stringent divestitures, and for the FCC to say no as Sinclair seeks unprecedented waivers to own more than one top-four station in a market.
I see it as a litmus test for the Trump administration.
Because on one hand, there's the AT&T / Time Warner merger, which involves Trump nemesis CNN. The Justice Department is currently in court fighting to block the deal. It's the first challenge to a vertical merger since the Carter administration, but of course DOJ insists that its suit has absolutely nothing to do with punishing CNN.
On the other hand, there's Sinclair, which the president really likes. If the FCC gives this deal a green light, despite so many obvious problems, we might as well give the rule of law up for lost.
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Lateral Watch
The former acting U.S. attorney for the Southern District of New York has rejoined Cleary Gottlieb Steen & Hamilton as a partner in the enforcement and litigation group.
Joon H. Kim served as acting head of the 220-lawyer office from March 2017 to January 2018.
“I am very excited to return to private practice at Cleary after five rewarding years of public service at the U.S. Attorney's Office. What originally attracted me to the firm – and draws me back to it – is its unmatched mix of legal excellence, global reach, and collegial culture,” he said in a news release.
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What I'm Reading
Pillsbury Partner's 'Disparaging' Remarks About Firm's Client Breached Loyalty, Judge Says
How one partner's “disparaging” comments to the Washington Post got the firm disqualified in another case.
“I would say he has no claim under copyright law and a very, very weak claim under trademark law.”
The 13-day trial was the first of four bellwether trials. More than 3,000 cases involving complaints about the devices have been consolidated in multidistrict litigation.
He's been representing Ford for much of his three-decade career in trials around the country—and been seen driving to court in a Ford pickup truck.
Definitely saw this one coming.
But if it makes you feel better, vehicle liability and aircraft liability cases are up.
Part of telling a truthful story is giving away bad facts. Consider disclosure as part of the price of buying credibility.
“Everything has been said already; but as no one listens, we must always begin again.” (A line best delivered with a deep sigh, while wearing a black beret and drinking espresso.)
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