Nexstar Media Group, Inc. has just announced its agreement to acquire Tegna Inc. for $6.2 billion in a cash transaction. The purchase price represents a 31% premium to Tegna’s average 30-day stock price. The combined entity will have 265 full-power television stations in 44 states and the District of Columbia, covering 80% of U.S. television households. The transaction is expected to close by the second half of 2026.
On a combined basis for the last eight quarters annualized ending June 30, 2025, Nexstar and Tegna would have had combined net revenue (excluding synergies) of $8.10 billion and combined adjusted EBITDA (excluding synergies) before stock-based compensation of $2.56 billion. Based on estimates for 2025, Nexstar expects to generate annual net synergies of approximately $300 million from a combination of revenue synergies and net operating expense reductions.
Following the transaction, Nexstar expects its net leverage ratio to be approximately 4x at closing with de-leveraging to current leverage levels in 2028. As of June 30, 2025, Nexstar’s total net leverage ratio was 3.19x. Additionally, the company intends to allocate excess free cash flow to repay debt, consistent with past transactions.
The transaction has been unanimously approved by Tegna’s board of directors and is subject to customary closing conditions, including Tegna shareholder and regulatory approvals. BofA Securities, J.P. Morgan Securities LLC, and Goldman Sachs & Co. LLC are acting as financial advisors to Nexstar, while Allen & Company LLC is acting as financial advisor to Tegna.
The acquisition is expected to enhance Nexstar’s position as a leading local media company, strengthen its ability to compete with big tech and big media, and drive increased profitability and returns for Nexstar shareholders. The new company aims to preserve high-quality local journalism and diversity of opinion while providing advertisers with a greater variety of competitive local and national broadcast and digital advertising solutions. Today the company's shares have moved 4.14% to a price of $21.015. For more information, read the company's full 8-K submission here.
