FCC grants application to Nexstar for Media General merger deal
Think of this as the epilogue to a overly long novel, or the final dance sequence to a Bollywood movie. We know its coming, and here it is.
Today, the FCC gave its official blessing to the Media General merger with Nexstar. As this involves broadcast companies it wouldn’t be of interest to TNM readers except that Media General had originally attempted to merge with Meredith Corp. That deal was oh-so-close to being completed when in stepped Nexstar with an offer to merge with Media General, free from any of that nasty print magazine business. And so that is what happened.
That, of course, leaves Meredith searching for a dance partner, and rumors are that it is again talking to Time Inc. I see lots of troubles there, but Meredith does seem interested in a few of the magazines in areas it likes. Today, the NY Post’s Keith Kelly said American Media might be interested in Time Inc. but who knows for sure.
Here is what should be the final announcement concerning the Nexstar deal with Media General. Good luck to them.
IRVING, Texas – January 11, 2017 — Nexstar Broadcasting Group, Inc. announced today that the Federal Communications Commission, has granted the applications and related waiver requests seeking consent to transfer control of licenses held by subsidiaries of Media General, Inc. from the shareholders of Media General to Nexstar. The FCC further granted the divestiture applications that have been filed to bring Nexstar into compliance with the local and national television ownership rules. In addition, the Commission waived prohibition on the consummation of the transaction during the broadcast television spectrum incentive auction, which remains ongoing.
On January 27, 2016, Nexstar and Media General entered into a definitive merger agreement whereby Nexstar will acquire all outstanding shares of Media General in an accretive cash and stock transaction valued at approximately $4.6 billion. Other than customary closing matters, Nexstar and Media General have completed all of the steps and satisfied all of the merger agreement conditions necessary to finalize the planned transaction including securing Federal Communications Commission, Department of Justice and Hart-Scott-Rodino approval, entering into agreements to divest stations to achieve ownership and other regulatory compliance approvals (with the result being an expansion of station ownership in the US by minority operators upon closing), securing approvals from each company’s respective shareholders and putting in place substantially all of the necessary financing.
Commenting on the announcement, Perry A. Sook, Chairman, President and Chief Executive Officer of Nexstar Broadcasting Group stated, “We appreciate Chairman Tom Wheeler and the FCC Commissioners’ work, as well as the work of the FCC staff, in granting the approval of the Media General transaction. Upon closing the transaction Nexstar will continue its initiatives across the combined entity to deliver superior, unique local content and services to viewers and businesses in each of the communities it serves. Over the last two decades we have grown Nexstar based on our commitment to deliver exceptional service to the local communities where we operate, expansion through accretive acquisitions, enhanced operating results of acquired stations and digital media properties, and an overarching focus on localism. To this day, this focus has been fundamental to our success and we intend to extend our legacy of delivering exceptional service in our markets and increased value to our shareholders when the highly accretive Media General transaction is complete.”
BofA Merrill Lynch acted as financial advisor and Kirkland & Ellis LLP acted as legal counsel to Nexstar in connection with the transaction. RBC Capital Markets, LLC and Goldman, Sachs & Co. acted as financial advisors to Media General and Fried, Frank, Harris, Shriver & Jacobson LLP and Weil, Gotshal & Manges LLP acted as its legal counsel.