Heritage Media

Heritage Media Corporation was a United States media company active from 1987 to 1997. It was created by executives of Heritage Communications to hold and operate television and radio stations that could not remain within Heritage Communications after that company merged with Tele-Communications Inc. The separation reflected Federal Communications Commission ownership rules that restricted common ownership of a television station and a cable system in the same market. The assets placed into Heritage Media had been assembled by Heritage Communications through earlier transactions. These included the 1985 purchase of Dakota Broadcasting, the 1986 acquisition of Rollins Communications, and the purchase of six radio stations from LIN Broadcasting. Heritage Media initially operated from Des Moines, Iowa, where Heritage Communications was headquartered, but moved its headquarters to Dallas, Texas, later in 1987. James M. Hoak Jr. served as president and chief executive officer. The company managed its television properties with an emphasis on cash flow rather than maximizing audience ratings. Its radio strategy focused on acquiring stations that management believed could be improved or turned around; one example cited in contemporary descriptions was KKSN AM-FM in Portland, Oregon, which Heritage acquired out of bankruptcy. The operating model generally emphasized substantial sales staffs while keeping other station staffing comparatively lean. Heritage Media broadened beyond conventional broadcasting during the late 1980s and 1990s. By 1988 it had invested in POP Radio, an in-store radio business, and Du-Kross Media, which sold advertising on shopping carts. In 1989, it acquired Actmedia, an in-store marketing company. In 1996, Heritage Media merged with DIMAC Corporation, a direct-marketing services company. These transactions increased the importance of marketing and promotional services within the group and ultimately made the company attractive to News Corporation. Heritage Media became a public company in September 1988, initially trading on the American Stock Exchange. Its shares moved to the New York Stock Exchange on July 15, 1996. On March 17, 1997, News Corporation announced an agreement to acquire Heritage Media for $754 million. The acquisition was driven principally by Actmedia and DIMAC rather than by Heritage Media's broadcast portfolio. News Corporation's Fox Television Stations subsidiary was already near or at applicable FCC ownership limits, and News Corporation did not intend to retain Heritage Media's television and radio stations as a core operating group. The News Corporation acquisition was completed on August 20, 1997, ending Heritage Media as an independent public company. The broadcast properties were placed with a trustee while a buyer was arranged. Sinclair Broadcast Group announced on July 16, 1997, that it would acquire the stations for $630 million, and it assumed control of the properties in stages from January 29, 1998, through July 1998. Actmedia was integrated into News Corporation's News America Marketing subsidiary. Heritage Media therefore ended as a standalone brand, while portions of its marketing and broadcasting operations continued under successor owners.

Heritage Media was established in August 1987 by executives of Heritage Communications. Its formation was connected to Heritage Communications' merger with Tele-Communications Inc. At the time, FCC rules limited the ability of one company to own both a television station and a cable system in the same market. Heritage Media was consequently organized as a separate company to acquire and hold the television and radio stations that had been assembled by Heritage Communications. The broadcast portfolio originated in earlier Heritage Communications transactions. Heritage had acquired Dakota Broadcasting in 1985, then purchased Rollins Communications and six LIN Broadcasting radio stations in 1986. Heritage Media first operated from Des Moines, Iowa, Heritage Communications' home base, before relocating to Dallas, Texas, later in 1987. James M. Hoak Jr. held the top operating roles at both companies, serving as Heritage Media's president and chief executive officer. Management pursued a financial and operational strategy that placed greater weight on cash flow than on audience ratings at the television stations. The radio group concentrated on stations that management considered turnaround opportunities, including KKSN AM-FM in Portland, which had been acquired out of bankruptcy. The stations generally maintained sizable sales organizations while using relatively lean staffing in other functions. The company also developed a portfolio outside traditional broadcasting. It invested in POP Radio, an in-store radio operation, and Du-Kross Media, whose business included advertising on shopping carts. Heritage Media acquired Actmedia in 1989, adding a significant in-store marketing operation. In 1996 it merged with DIMAC Corporation, a direct-marketing services company. This expansion made marketing services an increasingly important component of the business. Heritage Media went public in September 1988, trading on the American Stock Exchange. On July 15, 1996, it transferred its listing to the New York Stock Exchange. The company's eventual sale was announced by News Corporation on March 17, 1997. News Corporation agreed to pay $754 million, with Actmedia and DIMAC understood to be the principal attractions. News Corporation's broadcast interests were constrained by FCC ownership limits, and its Fox Television Stations subsidiary had no capacity or stated strategic interest in retaining all of Heritage Media's television and radio properties. The transaction closed on August 20, 1997. Heritage Media's broadcast stations were placed with a trustee pending disposition. Sinclair Broadcast Group announced an agreement to buy the stations for $630 million on July 16, 1997, and assumed control over the properties in stages between January 29, 1998, and July 1998. Actmedia became part of News Corporation's News America Marketing subsidiary. These transactions ended Heritage Media's existence as an independent company and public-market brand.

1. 1998Broadcast-station transfers conclude

   Sinclair assumed control of the former Heritage Media broadcast properties in stages from January 29 through July.

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2. 1997News Corporation announces acquisition

   News Corporation announced a $754 million acquisition of Heritage Media on March 17.

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3. 1997Acquisition closes

   News Corporation completed its acquisition of Heritage Media on August 20.

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4. 1996DIMAC merger

   Heritage Media merged with DIMAC Corporation, adding direct-marketing services.

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5. 1996NYSE listing

   The company's shares began trading on the New York Stock Exchange after a listing transfer on July 15.

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6. 1989Actmedia acquisition

   The acquisition of Actmedia strengthened Heritage Media's in-store marketing operations.

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7. 1988Public-market debut

   Heritage Media began trading on the American Stock Exchange in September.

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8. 1987Heritage Media is founded

   Heritage Media was formed in August to hold television and radio stations separated from Heritage Communications after its merger with Tele-Communications Inc.

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9. 1987Headquarters move to Dallas

   After initially operating from Des Moines, Heritage Media relocated its headquarters to Dallas later in the year.

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10. 1986Heritage expands its radio holdings

    Heritage Communications acquired Rollins Communications and six LIN Broadcasting radio stations.

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11. 1985Heritage acquires Dakota Broadcasting

    Heritage Communications acquired Dakota Broadcasting, contributing assets to the broadcast portfolio later placed in Heritage Media.

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A diversified U.S. media holding company combining broadcast-station ownership with in-store advertising, promotional marketing, and direct-marketing services. Its station strategy emphasized cash generation and operational turnarounds, while its later corporate strategy increasingly favored marketing-services businesses.

• Television stationsBroadcasting1987

  Heritage Media owned and operated television stations across the United States. Its management approach emphasized cash flow and operating efficiency rather than pursuing audience ratings as the primary objective. The stations were later separated from the News Corporation acquisition and sold to Sinclair Broadcast Group.

• Radio stationsBroadcasting1987

  The radio group consisted of stations acquired through Heritage Communications and subsequent Heritage Media activity. The company favored stations viewed as turnaround opportunities, including KKSN AM-FM in Portland, Oregon, which it acquired out of bankruptcy.

• ActmediaIn-store marketing1989

  Actmedia was an in-store marketing company acquired by Heritage Media in 1989. It became one of the main reasons News Corporation pursued Heritage Media and was subsequently integrated into News America Marketing after the acquisition.

• DIMAC CorporationDirect marketing1996

  DIMAC Corporation provided direct-marketing services and merged with Heritage Media in 1996. The transaction broadened the company beyond broadcasting and reinforced its positioning as a diversified marketing-services and media group.

• POP RadioIn-store radio

  POP Radio was an in-store radio business in which Heritage Media invested during the late 1980s. The operation represented the company's effort to extend audio media into retail environments.

• Du-Kross MediaRetail advertising

  Du-Kross Media sold advertising placed on shopping carts. Its inclusion in Heritage Media's portfolio illustrated the company's interest in point-of-sale and retail-based advertising formats alongside broadcast media.

• 1997Sell Heritage Media to News CorporationM&A

  News Corporation valued Heritage Media's Actmedia and DIMAC marketing businesses, while its existing broadcast holdings limited its interest in retaining the television and radio stations.

  What changed. News Corporation agreed to acquire Heritage Media for $754 million, with the transaction closing on August 20, 1997.

  Aftermath. The broadcast properties were placed with a trustee and later transferred to Sinclair Broadcast Group, while Actmedia was folded into News America Marketing. Heritage Media ceased operating as an independent company.

  Acquisition value. $754 million (Announced March 17, 1997; completed August 20, 1997)

  • Sinclair Broadcast Group — Sinclair announced an agreement to acquire Heritage Media's broadcast stations for $630 million and assumed control in stages during 1998.
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• 1996Merge with DIMAC CorporationM&A

  Heritage Media sought to expand its marketing-services activities beyond broadcasting.

  What changed. Heritage Media merged with DIMAC Corporation, a direct-marketing services company.

  Aftermath. The merger increased the scale and breadth of Heritage Media's marketing portfolio before its sale to News Corporation.

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• 1989Acquire ActmediaM&A

  Heritage Media was broadening from station ownership into retail and promotional marketing.

  What changed. The company acquired Actmedia, an in-store marketing business.

  Aftermath. Actmedia became a central strategic asset and later the principal reason News Corporation sought to acquire Heritage Media.

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• 1987Separate broadcast assets from Heritage CommunicationsStrategy

  The merger of Heritage Communications with Tele-Communications Inc. intersected with FCC restrictions on common ownership of television stations and cable systems in the same market.

  What changed. Heritage Communications executives formed Heritage Media to acquire and operate the affected television and radio stations as a separate company.

  Aftermath. Heritage Media became an independent broadcast and marketing company headquartered first in Des Moines and later in Dallas.

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• 1997News Corporation announces acquisition of Heritage Media

  News Corporation announced on March 17, 1997, that it would acquire Heritage Media for $754 million, principally to obtain its marketing subsidiaries.

  M&A
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• 1997Sinclair Broadcast Group announces purchase of Heritage Media stations

  Sinclair announced on July 16, 1997, that it would acquire Heritage Media's broadcast stations for $630 million.

  M&A
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• 1997News Corporation completes Heritage Media acquisition

  The acquisition closed on August 20, 1997. Heritage Media's broadcast properties were subsequently separated for transfer to another operator, while Actmedia was folded into News America Marketing.

  M&A
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• 1996Heritage Media merges with DIMAC Corporation

  The merger added a direct-marketing services business to Heritage Media's portfolio.

  M&A
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• 1996Heritage Media transfers its stock listing to the New York Stock Exchange

  Heritage Media moved its stock listing from the American Stock Exchange to the New York Stock Exchange on July 15, 1996.

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• 1989Heritage Media acquires Actmedia

  The company acquired Actmedia, expanding its activity in in-store marketing.

  M&A
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• 1988Heritage Media becomes a public company

  Heritage Media began trading publicly in September 1988 on the American Stock Exchange.

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1. Heritage Media