Nexstar Broadcasting Group and Media General have entered into a definitive merger agreement whereby Nexstar will acquire all outstanding shares of Media General for $10.55 per share in cash. To reflect its broadened base of operations and capabilities, Nexstar will change its name to Nexstar Media Group upon the completion of the transaction.
The transaction is not subject to any financing condition and Nexstar has received committed financing for the transaction totalling $4.7 billion from BofA Merrill Lynch, Credit Suisse and Deutsche Bank. It has been unanimously approved by the boards of directors of both companies
The new Nexstar Media Group will be one of the leading providers of local news, entertainment, sports, lifestyle and network programming and content in the US through its broadcast and digital media platform with annual revenue in excess of $2.3 billion. With 171 full power television stations in 100 markets and a diverse and growing digital media operation, Nexstar Media Group says it will offer “superior engagement across all devices and influence on consumers’ purchasing decisions unrivalled by other media, including large-scale reach to approximately 39 per cent of all US television households.”
Perry Sook, Chairman, President and CEO of Nexstar, commented, “The acquisition of Media General’s broadcasting and digital media assets represent a transformational growth opportunity for Nexstar and is strategically and financially compelling. The transaction increases Nexstar’s broadcast portfolio by approximately two thirds with very limited overlap with our existing properties, more than doubles our audience reach, provides entrée to 15 new top-50 DMAs and offers synergies related to the increased scale of the combined digital media operations.
Vincent L. Sadusky, President and CEO of Media General, said, “We are pleased to reach this agreement with Nexstar, which provides Media General shareholders with substantial and immediate value, as well as the opportunity to participate in the significant upside potential of the combined company. Together with Nexstar, we can deliver a more comprehensive, integrated and competitive offering across all markets for the benefit of our advertisers and brands. I am thankful for the hard work and dedication of our talented employees, and I’m confident they will continue to make many valuable contributions as part of a larger and stronger organization. I look forward to working closely with the Nexstar team to bring our companies together to realize the power of this compelling combination and ensure a smooth transition.”
Upon completion of the transaction, expected late in the third quarter/early in the fourth quarter of 2016, Media General and Nexstar shareholders will hold approximately 34 per cent and 66 per cent, respectively, of the combined company’s outstanding shares.