Nexstar Acquiring Tribune Media
• The news broke over the weekend, and on Monday, Nexstar Media Group, Inc. and Tribune Media Company made it official, jointly announcing that they have entered into a definitive merger agreement whereby Nexstar will acquire all outstanding shares of Tribune Media for $46.50 per share in a cash transaction that is valued at $6.4 billion, including the assumption of Tribune Media’s outstanding debt. Nexstar will acquire Tribune’s 42 owned or operated television stations, the WGN America cable network and a 31% ownership stake in Food Network and equity investments in several digital media businesses. Interestingly, the release makes no mention of Tribune’s one remaining radio property — WGN-AM/Chicago. The merger will give Nexstar 216 combined, pre-divestiture full power, owned or serviced, television stations in 118 markets.
Perry Sook, Chairman, President & CEO of Nexstar, commented, “Nexstar has long viewed the acquisition of Tribune Media as a strategically, financially and operationally compelling opportunity that brings immediate value to shareholders of both companies.” He added, “The transaction offers synergies related to the enhanced scale of the combined broadcast and digital media operations, and increases our audience reach by approximately 50%. Furthermore, the addition of the Tribune Media broadcast assets further expands our geographic diversity, as pro forma for the completion of the transaction, we will serve 18 of the nation’s top 25 markets and 37 of the top 50 markets.”
Peter Kern, CEO of Tribune Media, said, “We are delighted to have reached this agreement with Nexstar as it provides Tribune shareholders with substantial value and a well-defined path to closing. Together with Nexstar we can better compete by delivering a nationally integrated, comprehensive and competitive offering across all our markets… I look forward to working closely with the Nexstar team to deliver on the value of this compelling combination and to ensure a smooth transition and integration of our companies.”
The transaction has been approved by the boards of directors of both companies and is expected to close late in the third quarter of 2019, subject to receipt of required regulatory approvals and satisfaction of other customary closing conditions.