TRIBUNE MEDIA COMPANY (NYSE:TRCO) Files An 8-K Other Events

Item8.01.

On May8, 2017, Tribune Media Company, a Delaware corporation
(Tribune), issued a press release announcing that it had entered
into an agreement and plan of merger (the Merger Agreement) with
Sinclair Broadcast Group, Inc., a Maryland corporation
(Sinclair), to which Sinclair will acquire 50% of the issued and
outstanding shares of common stock of Tribune.

A copy of the press release is attached hereto as Exhibit 99.1
and incorporated by reference herein. Additional details
regarding the terms of the Merger Agreement will be filed with
the Securities and Exchange Commission (the SEC) at a later date.

NO OFFER OR SOLICITATION / ADDITIONAL INFORMATION AND
WHERE TO FIND IT

This communication is for information purposes only and does not
constitute an offer to sell or the solicitation of an offer to
buy any securities or a solicitation of any vote or approval, nor
shall there be any sale, issuance or transfer of securities in
any jurisdiction in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offer of securities
shall be made except by means of a prospectus meeting the
requirements of Section10 of the Securities Act of 1933, as
amended.

This communication is being made in respect of a proposed
business combination involving Sinclair and Tribune. In
connection with the proposed transaction, Tribune and Sinclair
intend to file relevant materials with the SEC, including a
Registration Statement on Form S-4 to be filed by Sinclair that
will include a preliminary proxy statement of Tribune and that
will also constitute a prospectus of Sinclair. The information in
the preliminary proxy statement/prospectus will not be complete
and may be changed. Tribune will deliver the definitive proxy
statement to its shareholders as required by applicable law. This
communication is not a substitute for any prospectus, proxy
statement or any other document that may be filed with the SEC in
connection with the proposed business combination. INVESTORS AND
SECURITY HOLDERS OF SINCLAIR AND TRIBUNE ARE URGED TO READ THE
DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED
WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT
THE PROPOSED TRANSACTION.

Investors and security holders will be able to obtain these
materials (when they are available) and other documents filed
with the SEC free of charge at the SECs website, www.sec.gov.
Copies of documents filed with the SEC by Sinclair (when they
become available) may be obtained free of charge on Sinclairs
website at www.sbgi.net or by directing a written request to
Sinclair at 10706 Beaver Dam Road, Hunt Valley, MD 21030,
Attention: Lucy A. Rutishauser. Copies of documents filed with
the SEC by Tribune (when they become available) may be obtained
free of charge on Tribunes website at www.tribunemedia.com.

PARTICIPANTS IN THE MERGER SOLICITATION

Tribune and its directors, executive officers and certain other
members of management and employees may be deemed to be
participants in the solicitation of proxies in respect of the
proposed transaction. Information regarding these persons who
may, under the rules of the SEC, be considered participants in
the solicitation of Tribune stockholders in connection with the
proposed transaction is set forth in the proxy
statement/prospectus described above to be filed with the SEC.
Additional information regarding Tribunes executive officers and
directors is included in Tribunes proxy statement for its 2017
annual meeting of shareholders filed with the SEC on March24,
2017, which can be obtained free of charge from the sources
indicated above.

FORWARD-LOOKING STATEMENTS

Certain statements and information in this communication may be
deemed to be forward-looking statements within the meaning of the
Federal Private Securities Litigation Reform Act of 1995.
Forward-looking statements may include, but are not limited to,
statements relating to Tribunes and Sinclairs objectives, plans
and strategies, and all statements (other than statements of
historical facts) that address activities, events or developments
that Tribune and Sinclair intend, expect, project, believe or
anticipate will or may occur in the future. These statements are
often characterized by terminology such as believe, hope, may,
anticipate, should, intend, plan, will, expect, estimate,
project, positioned, strategy and similar expressions, and are
based on assumptions and assessments made by Tribunes and
Sinclairs management in light of their experience and their
perception of historical trends, current conditions, expected
future

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developments, and other factors they believe to be appropriate.
Any forward-looking statements in this communication are made as
of the date hereof, and Tribune and Sinclair undertake no duty to
update or revise any such statements, whether as a result of new
information, future events or otherwise. Forward-looking
statements are not guarantees of future performance. Whether
actual results will conform to expectations and predictions is
subject to known and unknown risks and uncertainties, including:
risks and uncertainties discussed in the reports that Tribune and
Sinclair have filed with the SEC; general economic, market, or
business conditions; risks associated with the ability to
consummate the business combination between Tribune and Sinclair
and the timing of the closing of the business combination; the
risk that a regulatory approval that may be required for the
proposed transaction is delayed, is not obtained or is obtained
subject to conditions that are not anticipated; pricing
fluctuations in local and national advertising; future regulatory
actions and conditions in the television stations operating
areas; competition from others in the broadcast television
markets; volatility in programming costs; the ability to
successfully integrate Tribunes and Sinclairs operations and
employees; the ability to realize anticipated benefits and
synergies of the business combination; the potential impact of
announcement of the business combination or consummation of the
transaction on relationships, including with employees, customers
and competitors; andother circumstances beyond Tribunes and
Sinclairs control. Refer to the section entitled Risk Factors in
Tribunes and Sinclairs annual and quarterly reports filed with
the SEC and in the Form S-4 to be filed by Sinclair with the SEC
at a later date for a discussion of important factors that could
cause actual results, developments and business decisions to
differ materially from forward-looking statements.

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About TRIBUNE MEDIA COMPANY (NYSE:TRCO)

Tribune Media Company is a diversified media and entertainment business. As of December 31, 2016, the Company consisted of 42 local television stations that were either owned by the Company or owned by others but to which it provides certain services, along with a national general entertainment cable network, a radio station, a production studio, a portfolio of real estate assets and investments in a range of media, Websites and other related assets. Its business consists of its Television and Entertainment operations and the management of certain of its real estate assets. The Television and Entertainment segment provides audiences across the country with news, entertainment and sports programming on Tribune Broadcasting local television stations and television series and movies on WGN America, including through content produced by Tribune Studios and its production partners, as well as news, entertainment and sports information via its Websites and other digital assets.

TRIBUNE MEDIA COMPANY (NYSE:TRCO) Recent Trading Information

TRIBUNE MEDIA COMPANY (NYSE:TRCO) closed its last trading session up +2.51 at 42.80 with 1,453,075 shares trading hands.