NEXSTAR MEDIA GROUP, INC. (NXST): M&A transaction — Nexstar closes $22/sh TEGNA acquisition with $2.9B in new debt financing

NEXSTAR MEDIA GROUP, INC.

Nexstar completed acquisition of TEGNA on March 19, 2026, for $22.00 per share in cash.
Funded by $150M Term Loan A, $2.75B Term Loan B, and up to $2.39B Bridge Facility.
FCC commitments include expanding local news, extending retransmission agreements, and divesting six stations if needed.
NMI received tenders for ~94% of TEGNA 5.000% Senior Notes due 2029.
Financial statements and pro forma information to be filed within 71 days.

item 1.01 item 2.01 item 2.03 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

NEXSTAR MEDIA GROUP, INC. incurred term loan of $150 million with Bank of America, N.A. at SOFR for the applicable interest period plus 2.00% per annum maturing 364 days after the Closing Date.

Instrument: term loan
Principal: $150 million
Counterparty: Bank of America, N.A.
Rate: SOFR for the applicable interest period plus 2.00% per annum
Maturity: 364 days after the Closing Date
Event: incurrence

Exact text from the filing

an incremental senior secured term A loan facility in an aggregate principal amount of $150 million (the “2026 Nexstar Term Loan A Facility”)

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

NEXSTAR MEDIA GROUP, INC. incurred credit facility of up to $2,390 million with Bank of America, N.A. at SOFR for the applicable interest period plus 2.75% per annum maturing first anniversary of the Closing Date.

Instrument: credit facility
Principal: up to $2,390 million
Counterparty: Bank of America, N.A.
Rate: SOFR for the applicable interest period plus 2.75% per annum
Maturity: first anniversary of the Closing Date
Event: incurrence

Exact text from the filing

NMI entered into a credit agreement, dated as of March 19, 2026, by and among NMI, as the borrower, Bank of America, N.A. (“BofA”), as the administrative agent and the collateral agent, and the financial institutions from time to time party thereto (the “Bridge Credit Agreement”), pursuant to which NMI established a senior first lien secured increasing rate bridge facility in an aggregate principal amount of up to $2,390 million (the “Bridge Facility”).

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Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

NEXSTAR MEDIA GROUP, INC. incurred term loan of $2,750 million with Bank of America, N.A. at SOFR for the applicable interest period plus 2.75% maturing seven-year maturity.

Instrument: term loan
Principal: $2,750 million
Counterparty: Bank of America, N.A.
Rate: SOFR for the applicable interest period plus 2.75%
Maturity: seven-year maturity
Event: incurrence

Exact text from the filing

an incremental senior secured term B loan facility in an aggregate principal amount of $2,750 million (the “2026 Nexstar Term Loan B Facility”).

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

NEXSTAR MEDIA GROUP, INC. completed an acquisition involving TEGNA Inc. for $22.00 per share in cash (closed 2026-03-19).

Action: acquisition
Counterparty: TEGNA Inc.
Consideration: $22.00 per share in cash
Closing: 2026-03-19

Exact text from the filing

and who have complied with, Section 262 of the Delaware General Corporation Law, as amended, with respect to such shares) were automatically converted into the right to receive $22.00 per share of TEGNA Common Stock in cash, without interest (the “Merger Consideration”). At the Effective Time, each (i) time-based restricted stock unit award in respect of shares

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

NEXSTAR MEDIA GROUP, INC. entered into Bridge Credit Agreement with Bank of America, N.A. and the financial institutions from time to time party thereto valued at up to $2,390 million (effective 2026-03-19).

Action: entry
Agreement: credit facility
Counterparty: Bank of America, N.A. and the financial institutions from time to time party thereto
Value: up to $2,390 million
Effective: 2026-03-19

Exact text from the filing

On the Closing Date, in connection with the consummation of the Merger, NMI entered into a credit agreement, dated as of March 19, 2026, by and among NMI, as the borrower, Bank of America, N.A. (“BofA”), as the administrative agent and the collateral agent, and the financial institutions from time to time party thereto (the “Bridge Credit Agreement”), pursuant to which NMI established a senior first lien secured increasing rate bridge facility in an aggregate principal amount of up to $2,390 million (the “Bridge Facility”).

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 1.0

NEXSTAR MEDIA GROUP, INC. amended Credit Agreement Amendment with Bank of America, N.A. and the financial institutions from time to time party thereto valued at $150 million and $2,750 million (effective 2026-03-19).

Action: amendment
Agreement: credit facility
Counterparty: Bank of America, N.A. and the financial institutions from time to time party thereto
Value: $150 million and $2,750 million
Effective: 2026-03-19

Exact text from the filing

pursuant to NMI established (i) an incremental senior secured term A loan facility in an aggregate principal amount of $150 million (the “2026 Nexstar Term Loan A Facility”) and (ii) an incremental senior secured term B loan facility in an aggregate principal amount of $2,750 million (the “2026 Nexstar Term Loan B Facility”).

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NEXSTAR MEDIA GROUP, INC. filing history →

Source: SEC EDGAR

accession 0001142417-26-000004

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