{"schema_version":"secwatch.filing_event.v1","accession":"0001142417-26-000004","form_type":"8-K","ticker":"NXST","cik":"0001142417","company_name":"NEXSTAR MEDIA GROUP, INC.","filed_at":"2026-03-20T23:59:59+00:00","discovered_at":"2026-05-14T18:02:34.616943+00:00","generated_at":"2026-05-15T09:27:23.658542+00:00","sec_items":["1.01","2.01","2.03","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.95,"calibrated_materiality_score":0.95,"confidence":"high","headline":"Nexstar closes $22/sh TEGNA acquisition with $2.9B in new debt financing","bullets":["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."],"urls":{"canonical":"https://secwatch.observer/filing/0001142417-26-000004","json":"https://secwatch.observer/filing/0001142417-26-000004.json","markdown":"https://secwatch.observer/filing/0001142417-26-000004.md","text":"https://secwatch.observer/filing/0001142417-26-000004.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/nxst-20260319.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-15T09:27:23.658542+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"6c1be5e98802ff297723fa6831d2731e92fa091a","claim":"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.","evidence_excerpt":"an incremental senior secured term A loan facility in an aggregate principal amount of $150 million (the “2026 Nexstar Term Loan A Facility”)","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","confidence":0.9},{"claim_id":"9a52f6b138779e8cd483592a964f56a6eeb13651","claim":"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.","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","confidence":0.9},{"claim_id":"e8dd789573bd8516030878e4e7493c6250a76bc2","claim":"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.","evidence_excerpt":"an incremental senior secured term B loan facility in an aggregate principal amount of $2,750 million (the “2026 Nexstar Term Loan B Facility”).","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","confidence":0.9},{"claim_id":"0c07c71ac1bd5d75c6d437e06b30f8fac45fef4b","claim":"NEXSTAR MEDIA GROUP, INC. completed an acquisition involving TEGNA Inc. for $22.00 per share in cash (closed 2026-03-19).","evidence_excerpt":"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","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","confidence":0.9},{"claim_id":"1894f26c5f29275be29bf3b649edd6569334fd7e","claim":"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).","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","confidence":1.0},{"claim_id":"6f331b0f7226dd192af825d81f6a444db16aa5e7","claim":"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).","evidence_excerpt":"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”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","confidence":1.0}],"comparable_filings":[{"accession":"0001193125-26-251442","ticker":"RPAY","company_name":"Repay Holdings Corp","filed_at":"2026-06-01T20:14:04+00:00","headline":"REPAY closes $372M acquisition of KUBRA, funded with new $500M term loan","event_type":"m_and_a","sec_items":["1.01","2.01","1.02","9.01","2.03","7.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: debt_financing, ma_transaction, material_agreement","same SEC item: 1.01, 2.01, 2.03, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251442","json":"https://secwatch.observer/filing/0001193125-26-251442.json","markdown":"https://secwatch.observer/filing/0001193125-26-251442.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/rpay-20260601.htm"},"side_by_side_evidence":{"fact_type":"debt_financing","source_excerpt":"an incremental senior secured term A loan facility in an aggregate principal amount of $150 million (the “2026 Nexstar Term Loan A Facility”)","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","comparable_excerpt":"The Credit Agreement provides for (i) a senior secured first lien term loan facility in an aggregate principal amount of $500.0 million (the “Term Loan Facility”) and (ii) a senior secured first lien revolving credit facility in an aggregate principal amount of $100.0 million","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1720592/000119312526251442/0001193125-26-251442-index.htm"}},{"accession":"0001193125-26-251758","ticker":"OCFC","company_name":"OCEANFIRST FINANCIAL CORP","filed_at":"2026-06-01T21:19:28+00:00","headline":"OceanFirst closes acquisition of Flushing Financial; 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Ready Mix for $42.3M cash + stock; earnout up to $18M","event_type":"m_and_a","sec_items":["1.01","2.01","3.02","7.01","9.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction, material_agreement","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-057182","json":"https://secwatch.observer/filing/0001104659-26-057182.json","markdown":"https://secwatch.observer/filing/0001104659-26-057182.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/0001104659-26-057182-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/tm2613866d1_8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"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","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","comparable_excerpt":"Mr. Owens, Ms. Owens and JAO, the “Sellers”),\nand Jacob Owens in his capacity as representative of the Sellers. The aggregate consideration\nfor the Acquisition consisted of (i) 1,296,456 shares of Class A Common Stock, par value $0.0001 per share, of the Company (“Class\nA Common Stock”) issued to the Sellers (the “Stock Consideration”) and (ii) a $42.3 million net","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/2094433/000110465926057182/0001104659-26-057182-index.htm"}},{"accession":"0001628280-26-032558","ticker":"APAD","company_name":"Enhanced Group Inc.","filed_at":"2026-05-08T23:59:59+00:00","headline":"Enhanced Group completes de-SPAC merger with Enhanced Ltd; redemptions of $201.7M","event_type":"m_and_a","sec_items":["1.01","2.01","5.06","3.02","9.01","4.01","3.01","3.03","5.01","5.02","5.03","5.05","7.01"],"materiality_score":0.8,"calibrated_materiality_score":0.8,"match_reasons":["same fact type: ma_transaction","same SEC item: 1.01, 2.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001628280-26-032558","json":"https://secwatch.observer/filing/0001628280-26-032558.json","markdown":"https://secwatch.observer/filing/0001628280-26-032558.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/apadu-20260506.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"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","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","comparable_excerpt":"On May 7, 2026, as contemplated by the Business Combination Agreement and as described in the section titled “ The BCA Proposal ” beginning on pa ge 180 of the Proxy Statement/Prospectus, the Company, Enhanced and Merger Sub consummated the business combination contemplated by the Business Combination Agreement, whereby: • Merger Sub merged with and into Enhanced (the “First Merger”), with Enhanced surviving the merger as a wholly owned subsidiary of the Company;","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1956439/000162828026032558/0001628280-26-032558-index.htm"}},{"accession":"0001193125-26-251741","ticker":"NVRI","company_name":"ENVIRI Corp","filed_at":"2026-06-01T21:15:54+00:00","headline":"Enviri completes sale of Clean Earth to Veolia for $3.04B; spins off remaining businesses as New Enviri","event_type":"m_and_a","sec_items":["1.02","2.01","3.01","3.03","5.01","9.01"],"materiality_score":0.9,"calibrated_materiality_score":0.9,"match_reasons":["same fact type: ma_transaction, material_agreement","same SEC item: 2.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-26-251741","json":"https://secwatch.observer/filing/0001193125-26-251741.json","markdown":"https://secwatch.observer/filing/0001193125-26-251741.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/45876/000119312526251741/0001193125-26-251741-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/45876/000119312526251741/d129138d8k.htm"},"side_by_side_evidence":{"fact_type":"ma_transaction","source_excerpt":"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","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","comparable_excerpt":"On June 1, 2026, pursuant to the terms of the Separation Agreement and the Merger Agreement, the following series of transactions occurred","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/45876/000119312526251741/0001193125-26-251741-index.htm"}},{"accession":"0001683168-26-003637","ticker":"UMAC","company_name":"Unusual Machines, Inc.","filed_at":"2026-05-11T23:59:59+00:00","headline":"Unusual Machines signs $52M merger to acquire Upgrade Energy (battery/power systems)","event_type":"m_and_a","sec_items":["1.01","7.01","9.01"],"materiality_score":0.85,"calibrated_materiality_score":0.85,"match_reasons":["same fact type: material_agreement","same SEC item: 1.01, 7.01, 9.01","same event type: m_and_a","similar materiality"],"urls":{"canonical":"https://secwatch.observer/filing/0001683168-26-003637","json":"https://secwatch.observer/filing/0001683168-26-003637.json","markdown":"https://secwatch.observer/filing/0001683168-26-003637.md","edgar_index":"https://www.sec.gov/Archives/edgar/data/1956955/000168316826003637/0001683168-26-003637-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1956955/000168316826003637/umac_8k.htm"},"side_by_side_evidence":{"fact_type":"material_agreement","source_excerpt":"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”).","source_evidence_url":"https://www.sec.gov/Archives/edgar/data/1142417/000114241726000004/0001142417-26-000004-index.htm","comparable_excerpt":"On May 7, 2026, Unusual Machines, Inc. (the “Company”), a manufacturer of NDAA-compliant drone components, entered into a $52 million agreement and plan of merger (the “Merger Agreement”), with Upgrade Energy LLC, a newly formed subsidiary of the Company (the “Surviving Company”), DroneNX LLC d/b/a Upgrade Energy (“Upgrade”), and Matthew Barnard as the Member Representative of Upgrade, pursuant to which, the Surviving Company, will acquire all of the property, rights, privileges, licenses, powers and authority of Upgrade in exchange for 1,792,012 shares of Company common stock at $13.9508 per share and $1 million cash at closing with a potential post-closing earn-out payment of up to $26 million in cash, subject to the Surviving Company achieving an annual revenue target of $10 million during a two-year calculation period following the date of the Merger Agreement (with proportional adjustment for the second year).","comparable_evidence_url":"https://www.sec.gov/Archives/edgar/data/1956955/000168316826003637/0001683168-26-003637-index.htm"}}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}