Acquisitions

Raycom

Effective January 1, 2019, we acquired television stations owned by Raycom Media — Waco, Texas ABC affiliate KXXV/KRHD and Tallahassee, Florida ABC affiliate WTXL — for $55 million in cash. These stations were being divested as part of Gray Television's acquisition of Raycom Media.

From the acquisition date of January 1, 2019 through March 31, 2019, revenues from the Raycom stations were $5.6 million.

The following table summarizes the preliminary fair values of the television assets acquired and liabilities assumed at the closing date.



(in thousands)

Property and equipment	$	11,721
Operating lease right-of-use assets	296
Goodwill	18,349
Other intangible assets	24,900
Operating lease liabilities	(296		)
Net purchase price	$	54,970

Of the $24.9 million allocated to intangible assets, $6.8 million was for FCC licenses which we determined to have an indefinite life and therefore are not amortized. The remaining balance of $18.1 million was allocated to television network affiliation relationships and advertiser relationships with estimated amortization periods of 5-20 years.

The goodwill of $18.3 million arising from the transaction consists largely of synergies, economies of scale and other benefits of a larger broadcast footprint. We allocated the goodwill to our Local Media segment. We treated the transaction as an asset acquisition for income tax purposes resulting in a step-up in the assets acquired. The goodwill is deductible for income tax purposes.

Triton

On November 30, 2018, we acquired Triton Digital Canada, Inc. ("Triton") for total cash consideration of $160 million. Assets acquired in the transaction included approximately $10.5 million of cash. The transaction was funded with cash on hand at time of closing. Triton is a leading global digital audio infrastructure and audience measurement services company. Triton's infrastructure and ad-serving solutions deliver live and on-demand audio streams and insert advertisements into those streams. Triton's data and measurement service is recognized as the currency by which publishers sell digital audio advertising.

The following table summarizes the preliminary fair values of the Triton assets acquired and liabilities assumed at the closing date.



(in thousands)

Cash	$	10,515
Accounts receivable	8,879
Other current assets	679
Property and equipment	705
Goodwill	83,876
Other intangible assets	75,000
Accounts payable	(1,881		)
Accrued expenses	(2,964		)
Other current liabilities	(19		)
Deferred tax liability	(14,577		)
Net purchase price	$	160,213

Of the $75 million allocated to intangible assets, $39 million was assigned to various developed technologies for audience measurement, content delivery and advertising with lives ranging from 8-12 years, $31 million was assigned to customer relationships with a life of 12 years and $5 million was assigned to trade names with a life of 10 years.

The goodwill of $84 million arises from being able to capitalize on the growth of the streaming audio industry and further improve our position in the global digital audio marketplace. The goodwill is allocated to our National Media segment. The transaction is accounted for as a stock acquisition which applies carryover tax basis to the assets and liabilities acquired. The goodwill is not deductible for income tax purposes.

Pro forma results of operations

Individually or in the aggregate, the impact of the Raycom and Triton acquisitions is not material to prior year results of operations and therefore no pro forma information has been provided.

Pending Acquisitions

On October 27, 2018, we entered into a definitive agreement with Cordillera Communications, LLC to acquire 15 television stations, serving 10 markets, for $521 million in cash. The purchase was subject to regulatory approvals and customary closing conditions and closed on May 1, 2019. We financed the acquisition with a $765 million term loan B, of which $240 million of the proceeds were segregated for financing a portion of the transaction with Nexstar Media Group, Inc. ("Nexstar"). The term loan B matures in 2026 with interest payable at rates based on LIBOR, plus a fixed margin of 2.75%. The term loan B also requires annual principal payments of $7.7 million.

On March 20, 2019, we entered into a definitive agreement with Nexstar to acquire eight broadcast television stations from the Nexstar transaction with Tribune Media Company ("Tribune") for consideration of $580 million. The purchase price and other related costs associated with the transaction are expected to be financed from the incremental term loan B proceeds and unsecured debt. Additionally, the capacity for our revolving credit facility will be increased to $210 million upon closing. The transaction, pending regulatory and other approvals, is expected to close at the same time as the Nexstar-Tribune merger.