Does all this suggest Televisa seeks a greater influence over Univision?
The terms of the agreement will let Televisa buy another 5 percent ownership share in Univision in five years, which would boost Televisa's ownership of Univision to 10 percent, even though the debt assumption would put Televisa's equivalent equity in Univision at 40 percent. By U.S. media-ownership laws, a foreign company can own no more than 25 percent of a U.S. company. Thus, Televisa could only acquire another 15 percent share of Univision.
Congress would have to rewrite the foreign media ownership laws before Televisa could increase its ownership in Univision beyond 25 percent. But Congress does not often revisit the ownership limit. In fact, when the laws were first penned nearly a century ago, Congress restricted foreign ownership to 20 percent. A 5-percentage-point increase over that span of time suggests changing that part of the law is not high priority.
The quick approval of the deal by the Department of Justice does not remove Televisa and Univision from scrutiny by the Federal Communications Commission.
"The FCC has been very busy looking at Title 2 regulations and the Comcast/NBC merger," Miller Tabak's Mr. Joyce said in a phone interview, adding that the FCC could still look into how ownership might be perceived. But the FCC might not consider the deal at all. A source at the FCC who requested anonymity said no application has been filed by Televisa or Univision or Broadcasting Media Partners. "The rules tell you when you need to file," the source said, adding that there would have to be a transfer of license before the FCC became involved.
Long and Rocky Relationship
The first interaction between the two media giants in this business-style telenovela dates to 1961, when the forerunner of Televisa, Telesistema Mexicano, created the Spanish International Network (SIN) under the umbrella of Spanish International Communications Corp. (SICC). At the time, SICC was owned by the Azcárraga family, with Emilio Azcárraga Viduarreta at the helm of Telesistema Mexicano. He was succeeded in 1972 by Emilio Azáarraga Milmo. Rene Anselmo, a U.S. citizen, served as president of both SIN and SICC. While U.S. regulations at the time limited foreign ownership of a television station to 20 percent, it had no such limitations on ownerships of a network, such as SIN.
Also in 1972, Telesistema Mexicano merged with Television Independiente de Mexico. The new company took on the name Televisa, supposedly derived as an acronym from Television Via Satelite.
After a long-running assault by shareholders, the U.S. government ruled in 1986 that Mr. Anselmo was an agent of foreign influence, in this case the Azcárraga family. The American owners of SICC decided to sell it. That occurred in 1987 when SICC's television stations were sold to Hallmark Cards Inc. and a minority partner, First Chicago Venture Capital. Under new ownership, SIN was renamed the Univision Network.
Financial problems made Hallmark's involvement with Univision short-lived. In 1992, Jerrold Perenchio, Televisa and Venevision acquired Univision. Again, Univision was back in Televisa's arms.
Fifteen years later, Mr. Perenchio announced his intention to sell Univision. Televisa and Venevision had owned a combined 25 percent of Univision at that time and wanted to continue with that investment. They partnered with five private equity firms to avoid violating foreign ownership laws to make a bid. But a new suitor had entered into the picture, Broadcasting Media Partners led by Mr. Saban. In the end, Mr. Saban's group was able to outbid the Televisa and Venevision group.
As The Economist reported in June 2006, many observers believed Televisa would have stayed in an effort to outbid the Saban group, but suspected Mr. Perenchio chose to sell to somebody else because of the two companies' troubled history. Some believed the reason was simpler, The Economist said, that Mr. Perenchio faced less regulatory risk in accepting Mr. Saban's bid. Selling to the Televisa group might have caused the FCC to look closely to see if Televisa was violating foreign-ownership rules.
In the years since Broadcasting Media Partners bought Univision, the relationship with Televisa has been strained, especially concerning the program license agreement. Televisa and Univision have sued each other over payments and royalties, but now that they are sort of courting each other again, those lawsuits have been settled.
What comes next will depend on Televisa's determination to tap deeper into the Spanish-language television market and how aggressively it might seek to bring Univision back into its fold. One thing is certain, there are many episodes left before the kiss at the end of this business-style telenovela arrives.
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