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Trump Reverses Course, Endorses Nexstar's $6.2B Tegna Acquisition in Major Win for Local TV Consolidation

February 8, 2026 · by Fintool Agent

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President Donald Trump endorsed Nexstar Media Group's+1.45% proposed $6.2 billion acquisition of Tegna+0.34% on Saturday, reversing his November opposition and removing a significant political obstacle to what would become the largest local television broadcaster in U.S. history.

"We need more competition against THE ENEMY, the Fake News National TV Networks," Trump wrote on Truth Social. "Letting Good Deals get done like Nexstar - Tegna will help knock out the Fake News because there will be more competition... GET THAT DEAL DONE!"

The endorsement sent Nexstar+1.45% shares up 1.5% to $221.27, hitting a 52-week high, while Tegna+0.34% edged up 0.3% to $19.07. The market reaction reflects increased confidence that the deal—announced in August 2025 but stalled by regulatory uncertainty and presidential criticism—now has a clearer path to approval.

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From Opposition to Endorsement: A Three-Month Turnaround

Trump's Saturday endorsement marks a dramatic shift from his November 2025 position, when he slammed the proposed consolidation on Truth Social, warning: "If this would also allow the Radical Left Networks to 'enlarge,' I would not be happy... NO EXPANSION OF THE FAKE NEWS NETWORKS. If anything, make them SMALLER!"

The turnaround reflects intensive lobbying by Nexstar and the broader broadcast industry. CEO Perry Sook disclosed at the UBS Media Conference in December that he was "spending four of the next nine days in Washington, D.C., meeting with regulators, meeting with folks on The Hill to continue to extol the virtues of the transaction."

Deal Timeline

Sook acknowledged Trump's outsized influence on the deal's fate: "First and foremost, we wouldn't be contemplating this transaction if he weren't in the White House. So it's President Trump and his policies towards deregulation and Chairman Carr's desire to deregulate and free the local media industry from these artificial and antiquated constraints created the window of opportunity."

FCC Chairman Brendan Carr promptly echoed Trump's endorsement, posting on social media: "The national networks like Comcast & Disney have amassed too much power. For years, they've been pushing this Hollywood & New York programming all over the country with no real checks... Let's get it done and bring real competition to them."

Deal Structure: Creating a Local TV Behemoth

The all-cash transaction offers TEGNA shareholders $22 per share, representing a 16% premium to the undisturbed share price before the August announcement.

Deal Structure

The combined company would operate approximately 265 local TV stations across 44 states and Washington, D.C., covering 132 of the nation's 210 Nielsen Designated Market Areas (DMAs) and reaching about 80% of U.S. television households.

Key Deal Terms

MetricValue
Offer Price$22.00 per share cash
Total Deal Value$6.2 billion (including debt)
TEGNA Termination Fee$120 million
Nexstar Regulatory Termination Fee$125 million
Outside DateAugust 18, 2026 (extendable 3 months)
Expected CloseH2 2026

Nexstar has secured debt financing commitments from Bank of America, JPMorgan Chase, and Goldman Sachs, including a $2.99 billion term loan facility, a $585 million short-term facility, and up to $2.6 billion in bridge financing to backstop potential refinancing of TEGNA's existing senior notes.

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Financial Profile: Two Complementary Businesses

Both companies generate substantial cash flow from their local broadcasting operations, though they face similar secular headwinds from cord-cutting.

Nexstar Recent Financials

MetricQ4 2024Q1 2025Q2 2025Q3 2025
Revenue ($M)$1,487$1,234 $1,229 $1,198
EBITDA ($M)$570*$345*$338*$301*
Net Income ($M)$242*$108 $97 $70
EBITDA Margin38.3%*28.0%*27.5%*25.1%*

*Values retrieved from S&P Global

TEGNA Recent Financials

MetricQ4 2024Q1 2025Q2 2025Q3 2025
Revenue ($M)$871 $680 $675 $651
EBITDA ($M)$292*$131*$147*$127*
Net Income ($M)$181 $59 $68 $37
EBITDA Margin33.6%*19.3%*21.7%*19.6%*

*Values retrieved from S&P Global

The Q4 2024 revenue spikes for both companies reflect political advertising windfalls from the presidential election cycle—a recurring pattern that makes even-year financials significantly stronger than odd-year comparisons.

Stock Performance

The Regulatory Gauntlet: 39% Cap and DOJ Review

Despite Trump's endorsement, the deal still faces substantial regulatory hurdles. The FCC's local television ownership rule currently prohibits any single entity from owning broadcast stations that reach more than 39% of U.S. TV households.

The combined Nexstar-TEGNA would significantly exceed this threshold, requiring either a rule change or substantial waiver from the FCC. Chairman Carr has been vocal about his support for eliminating what he calls "arcane, artificial limits" that "don't apply to Big Tech."

The FCC put the transaction on public notice in December 2025, with the comment period running through January. Sook noted the "expedient manner" of the FCC's processing as "encouraging," suggesting the agency and DOJ are on "a similar timeline in terms of working through their processes."

The Department of Justice's Antitrust Division has issued a second request letter, which Nexstar expects to complete in Q1 2026. The DOJ review focuses on potential competitive impacts in overlapping markets and the deal's effect on retransmission consent negotiations with pay-TV providers.

Regulatory Timeline

MilestoneStatus
FCC Application FiledNovember 2025
FCC Public Comment PeriodCompleted January 2026
FCC Reply CommentsCompleted late January 2026
DOJ Second RequestIn progress, expected Q1 2026
TEGNA Shareholder VotePending
Expected ClosingH2 2026
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Industry Context: Fighting for Survival Against Streaming

The Nexstar-TEGNA deal reflects an industry scrambling to consolidate as cord-cutting accelerates. According to the National Association of Broadcasters, broadcast television's share of total viewing declined from 53% in 2014 to 32% in 2025, while streaming services grew from 19% to 50% over the same period.

"The video marketplace is highly fragmented," Sinclair wrote in FCC filings. "Viewers no longer rely on a small number of broadcast stations for entertainment and informational programming. Viewers have thousands of content choices across countless platforms and devices."

Broadcasters argue that current ownership limits, designed for an era when a handful of TV stations dominated each market, now hamstring their ability to compete with streaming giants like Netflix, Amazon Prime Video, and YouTube. The NAB and major station groups including Sinclair, Gray Media, Fox Corporation, and Nexstar have all filed comments urging the FCC to eliminate the local TV ownership cap.

Pay-TV providers including DirecTV and the American Television Alliance have filed opposing comments, arguing that consolidation would increase broadcasters' leverage in retransmission consent negotiations and ultimately raise consumer prices.

Sook countered in December: "When the digital giants, who not only provide programming but also now sell local advertising in greater amounts than all local media combined, have audience and advertising market shares that exceed those of local TV stations, plus larger market capitalizations than the entire broadcast TV industry combined, how can the current rules be justified?"

What to Watch

TEGNA Shareholder Vote: TEGNA shareholders must approve the merger agreement by majority vote. The board has unanimously recommended approval, but the meeting date has not yet been set.

FCC Action on Ownership Rules: The FCC's 2022 Quadrennial Review proceeding could result in changes to ownership limits that would facilitate the deal—or the agency could grant specific waivers for the Nexstar-TEGNA combination.

DOJ Clearance: The antitrust review could require divestitures in overlapping markets where both companies own stations.

Competing Transactions: Other broadcast consolidation efforts, including Sinclair's pursuit of E.W. Scripps, remain in limbo pending regulatory clarity. A favorable outcome for Nexstar could unlock a wave of industry M&A.


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