Sinclair Broadcast Group Inc., which owns six UHF television stations, including Baltimore's WBFF, Channel 45, plans to offer some of its stock to the public.
The Baltimore company, founded by the late Julian S. Smith and now owned by his heirs, also provides programming to five other UHF stations, including Baltimore's WNUV, Channel 54.
In a filing with the Securities and Exchange Commission Tuesday, Sinclair said it wants to sell between 3.7 million and 4.3 million shares for $19 to $21 apiece, raising between $69 million and $79 million, after underwriting expenses. Underwriters for the offering are Alex. Brown & Sons Inc., Smith Barney Inc. and Chase Securities Inc.
The Smith heirs, including Sinclair President David D. Smith, would keep control of the company by retaining shares with extra voting power, including the right to elect a majority of the company's directors. Sinclair said it did not anticipate paying dividends on the stock, which would trade on the Nasdaq market, in the foreseeable future.
Sinclair said it would use proceeds from the offering to pay down debt. The company, which borrowed heavily to fund a recent acquisition drive, reported total debt of $463 million at the end of 1994.
Company officials declined to comment on their plan. But they said they hope the offering will be approved by regulators by early May.
The offering document describes Sinclair as a rapidly expanding chain of UHF stations. Starting with Baltimore's WBFF in 1971, it added Columbus, Ohio-based WTTE in 1984, WPGH in Pittsburgh in 1991, and UHF stations in Birmingham, Ala., and Milwaukee last year. A UHF station in Raleigh, N.C., was added this year.
In addition, in the past three years, the company has started providing programming to five other UHF stations, all but one of which compete with Sinclair-owned stations.
Most of the stations Sinclair owns are Fox affiliates. The rest are affiliates of a new network started by Paramount Communications Inc. Most of the stations it services are also affiliated with the new Paramount network.
Fox affiliates have become increasingly profitable in recent years, as Fox has provided popular programming, including National Football League games.
But Sinclair warned that its stations may lose their Fox affiliations. Rupert Murdoch has announced he wants to move his affiliates down from the UHF range to the VHF part of the television spectrum -- channels 2 through 13, which have stronger signals.
The Sinclair-owned station in Milwaukee lost its Fox affiliation in December.
Sinclair said that while it has grown rapidly in the last four years, it has recorded net losses.
In 1991, before most of its acquisitions, the company reported losing $4.7 million on sales of $39.7 million. By the end of last year, after most of the recent acquisitions were completed, the company reported losing $3.5 million on sales of $113.7 million.
SINCLAIR AT A GLANCE
Businesses: UHF television stations
Chief executive: David D. Smith
1994 Revenues: $123.5 million
1994 Loss: $3.5 million
Proposed stock symbol: SBGI
Proposed exchange: Nasdaq