nexstar

SACRAMENTO — A federal judge appears willing to block a $6.2-billion merger of two large TV station groups as he evaluates whether Nexstar Media Group’s takeover of a rival violates U.S. antitrust laws.

At the conclusion of a two-hour hearing in Sacramento on Tuesday, U.S. District Court Chief Judge Troy L. Nunley signaled he was preparing to issue a preliminary injunction that would prevent Nexstar and Tegna from combining operations amid an ongoing legal challenge.

Nunley said he would draft a written order, which is expected by Friday.

Previously, Nunley had issued a temporary restraining order to pause the merger.

Last month, Nexstar raced to finalize its blockbuster purchase of Tegna — despite a lawsuit filed by California Atty. Gen. Rob Bonta and seven other state attorneys general. The state officials, all Democrats, claimed the massive merger would give Nexstar too much control over local TV stations, ultimately hurting consumers by diminishing the diversity and quality of their newscasts.

California Deputy Attorney General Laura Antonini argued that when news consolidates, it results in a loss of diverse viewpoints.

“That’s extremely harmful to democracy and to the citizens of this state,” she said at the hearing.

President Trump has championed the Nexstar-Tegna merger, suggesting it would diminish the clout of the major TV networks, including those he often gripes about: ABC and NBC. Nexstar, based in Irving, Texas, owns dozens of network affiliate stations.

Nexstar, which also owns KTLA-TV Channel 5 in Los Angeles, already is the nation’s largest station group. The deal was expected to reshape the local television industry by extending Nexstar’s reach to 265 television stations, up from 164.

If the acquisition is finalized , Nexstar stations would cover 80% of the U.S. population, exceeding a 39% ownership cap set by Congress.

El Segundo-based DirecTV separately sued, alleging the combination of the nation’s two largest television station groups would do irreparable harm to its pay-TV business by raising prices and potentially increasing programming blackouts.

Representatives of Nexstar, DirecTV and Bonta’s office declined to comment after Tuesday’s hearing.

During the hearing, Nexstar attorney Alexander Okuliar, argued against an injunction, saying the plaintiffs had failed to demonstrate that the merger posed an immediate threat to the public. He said DirecTV and the attorneys general had only offered proposed financial harms.

In court documents, the state attorneys general and DirecTV alleged the deal would give Nexstar multiple TV stations in dozens of markets. That raised concerns about layoffs in an industry that has sustained significant downsizing in recent years as viewers and advertisers migrate to streaming options and social media platforms like TikTok.

Nexstar could “shut down local newsrooms in dozens of markets, reducing the amount, variety, and quality of local broadcast news that Americans rely on for trusted information about their communities,” DirecTV alleged.

For example, Nexstar owns the Fox station in Sacramento, while McLean, Virginia-based Tegna owns the ABC affiliate.

Okuliar pushed back, saying there was no evidence that local newsrooms would be shuttered.

“One of the reasons for this deal is to protect local broadcasters, to protect local journalism,” he told the judge.

Nexstar contends the deal would strengthen TV station economics, allowing stations to bolster their news gathering and expand the number of newscasts. The company cited dozens of awards won by Nexstar journalists, including in Oklahoma City.

In addition to Bonta, the plaintiffs include state attorneys general in Colorado, Connecticut, Illinois, New York, North Carolina, Oregon and Virginia.

Nearly two dozen lawyers attended the hearing on behalf of the other plaintiffs. Eight lawyers represented Nexstar and Tegna.

Nexstar Chief Executive Perry Sook and Chief Operating officer Michael Biard also attended.

In its complaint, DirecTV argued that it would suffer financial harm because Nexstar would use its increased heft to demand significantly higher fees for the rights to carry its network-affiliate stations, which carry local news, primetime shows and professional sports, including NFL football. Such programming disputes can lead to blackouts which infuriate customers.

Nexstar’s lawyers disputed such allegations, telling the judge the merger would ultimately increase the value of content. The company suggested the deal could lower prices for distributors like DirecTV, which has about 10 million customers nationwide.

Nunley recently combined the DirecTV and state attorneys general lawsuits into one.

The judge, who was elevated to the federal bench by President Obama, had already expressed concerns about the merger.

In his March 27 order granting the temporary restraining order, Nunley said DirecTV had demonstrated that it could prevail at a trial due to the merits of its arguments.

He then instructed Nexstar to “immediately cease all ongoing actions relating to integration and consolidation of Nexstar and Tegna.”

Instead, the Tegna unit must continue to operate independently as “an ongoing, economically viable, and active competitor,” the judge wrote.

The Nexstar-Tegna merger took on political overtones in early February after Trump threw his weight behind it, writing in a post on Truth Social that the proposed union was among the “good deals,” because it would provide competition against “THE ENEMY, the Fake News National TV Networks.”

“GET THAT DEAL DONE!” Trump wrote.

The state attorneys general sued to block the merger on March 18, when the transaction was still pending at the U.S. Justice Department, which is tasked with conducting anti-trust reviews, and the Federal Communications Commission, which oversees TV station licenses.

The DOJ and FCC blessed the deal the following day.

Within an hour, Nexstar announced that it finalized the transaction and that Tegna had been disbanded.

“It’s very rare to do what Nexstar did here,” DirecTV’s attorney Glenn Pomerantz said.

Nexstar had asked the judge to require the plaintiffs to post a $150 million bond to compensate it for damages it would suffer from any delays in closing the deal.

California Atty. Gen. Rob Bonta is asking a judge to unravel Nexstar Media Group’s $6.2-billion acquisition of rival TV station owner Tegna — the latest in a flurry of merger twists.

Nexstar announced late Thursday that it had consummated the Tegna takeover — despite a lawsuit that Bonta and seven other Democratic state attorneys general had filed in federal court the previous day.

The state officials sued to block the union of the station groups, alleging the new colossus would violate antitrust rules and a federal law limiting broadcast station ownership.

The lawsuit was filed in U.S. District Court in Sacramento.

Hours after that filing, the Federal Communications Commission’s Media Bureau in Washington approved Nexstar’s deal — clearing the way for the nation’s largest TV station group owner to swallow the third-largest station group.

The purchase gives Nexstar, which owns KTLA-TV Channel 5 in Los Angeles, 265 television stations.

On Friday, Bonta and the other attorneys general asked a judge for a temporary restraining order to freeze the takeover until a hearing on the matter.

“Nexstar/Tegna is not a done deal,” Bonta said Friday in a statement. “I will not let these corporate behemoths merge without a fight.”

It was not immediately clear when a judge might rule on the request for a restraining order.

Bonta appeared at a lawmakers’ hearing in Burbank on Friday to explore the impacts of another huge merger: Paramount Skydance’s proposed $111-billion takeover of Warner Bros. Discovery. Bonta’s office has opened an investigation into the Paramount-Warner merger, but Bonta said Friday that no decision has been made on whether he or other attorneys general will seek to block it.

For now, he is focused on derailing the Nexstar-Tegna deal.

“We filed a suit before that deal closed,” Bonta told The Times. “We think our case is extremely strong. There is no way this should be approved.”

At issue is whether the FCC had the power to grant a waiver that would allow Nexstar to control TV stations that reach nearly 80% of U.S. households. In 2003, Congress set the station ownership cap at 39% of the country.

The Department of Justice also gave its blessing to close the deal.

The three FCC commissioners did not vote on the matter — despite pleas from the lone Democrat on the panel who advocated for an open process.

Approval of the merger was rapid after President Trump endorsed the consolidation on Feb. 7.

“We need more competition against THE ENEMY, the Fake News National TV Networks,” Trump wrote in his social media post.

“Letting Good Deals get done like Nexstar – Tegna will help knock out the Fake News because there will be more competition, and at a higher and more sophisticated level,” Trump wrote. “GET THAT DEAL DONE!”

In a statement Thursday, Nexstar founder and chief executive Perry Sook thanked Trump and FCC Chairman Brendan Carr, saying Nexstar was “grateful” they recognized the “dynamic forces shaping the media landscape” and allowed the transaction to move forward.

KTLA-owner Nexstar Media Group said it has closed its deal to acquire rival Tegna’s TV stations, despite opposition from eight state attorneys general who filed a lawsuit to block the merger.

The acquisition was approved by the Federal Communications Commission’s Media Bureau and the Justice Department, Irving, Texas-based Nexstar said Thursday.

“This transaction is essential to sustaining strong local journalism in the communities we serve,” Nexstar founder and Chief Executive Perry Sook said in a statement. “By bringing these two outstanding companies together, Nexstar will be a stronger, more dynamic enterprise — better positioned to deliver exceptional journalism and local programming with enhanced assets, capabilities and talent.”

Sook also mentioned President Trump and FCC Chairman Brendan Carr by name in the statement, saying the company was “grateful” they recognized the “dynamic forces shaping the media landscape” and allowed the transaction to move forward. Trump had supported the deal.

The surprise announcement came only a day after eight state attorneys general, including California’s Rob Bonta, sued to stop the deal, arguing it would give Nexstar too much control of local TV stations. At the time, Bonta said the combination would cause “irreparable harm to local news and consumers who rely on their reporting as a critical source of information.”

Nexstar is the largest TV station owner in the U.S., with 164 outlets including KTLA in Los Angeles. If the merger with Tegna succeeds, Nexstar would have 265 TV stations reaching 80% of the U.S. and multiple outlets in a number of markets.

The suit also claimed it would give the combined company too much leverage in negotiating fees from pay-TV providers that carry their stations, which could raise costs for consumers.

The plaintiffs in the suit also include state attorneys general in Colorado, Connecticut, Illinois, New York, North Carolina, Oregon and Virginia.

FCC Commissioner Anna Gomez said the merger violates the existing national ownership cap of 39% under federal law and said the acquisition did not receive a vote before the entire commission. The FCC approved this deal with waivers, meaning the company can operate in violation of that ownership cap.

“A transaction of this magnitude, which includes new and novel issues before the FCC, demands open deliberation before the full Commission, not a quiet sign-off meant to avoid public scrutiny,” Gomez said in a statement. “Given the increasingly alarming pace of reckless media consolidation, the American public deserves to know how and why this decision was made.”

The FCC did not respond to an immediate request for comment.

Times staff writers Stephen Battaglio and Meg James contributed to this report.

A group of attorneys general are taking legal action to block Nexstar Media Group’s proposed $6.2-billion acquisition of Tegna’s TV stations, calling the deal bad for consumer cable bills and local journalism.

A lawsuit filed Wednesday in U.S. District Court in Sacramento says the proposed deal by eight state law enforcers, including California Atty. Gen. Rob Bonta, claims the proposed deal will give Nexstar too much control of local TV stations, ultimately hurting consumers by diminishing the diversity of news sources in their markets.

Bonta said in a statement that the deal will cause “irreparable harm to local news and consumers who rely on their reporting as a critical source of information.” The plaintiffs also include state attorneys general in Colorado, Connecticut, Illinois, New York, North Carolina, Oregon and Virginia.

The Irving, Texas-based Nexstar is currently the largest station owner in the U.S., with 164 outlets including KTLA in Los Angeles. If the merger with Tegna succeeds, Nexstar would have 265 TV stations reaching 80% of the U.S. and multiple outlets in a number of markets.

The suit also claims that the merger would give Nexstar too much leverage in negotiating fees from pay-TV providers that carry their stations. Higher fees paid to Nexstar would be passed along to consumers in their cable and satellite bills, the lawsuit asserts.

Most of Nexstar’s stations are affiliates of ABC, CBS, NBC and Fox, all of which carry NFL football, the highest-rated programming on TV by a wide margin. Disputes over carriage fees between station owners and pay-TV providers often result in blackouts and service interruptions to consumers.

DirecTV, which serves around 11 million pay-TV subscribers in the U.S., filed a similar lawsuit in the same court on Thursday, claiming the Nexstar deal will “irreparably drive up consumer costs, reduce local competition, shutter local newsrooms, and increase both the frequency and duration of blackouts of key local teams and network programming.”

A Nexstar representative did not respond to a request to comment.

President Trump has said he favors Nexstar’s proposed deal. But every major TV station owner believes consolidation in the TV station business is necessary to thrive going forward as they battle to compete with streaming video platforms that have eaten away at their audience share.

The companies say they are at a disadvantage in competing with tech companies by being limited to owning stations in 39% of the U.S., a cap that was set in 2003.

Nexstar recently cut veteran anchors and on-air reporters from its stations in Los Angeles, Chicago and New York. Further reductions in local TV newsrooms would occur if Nexstar succeeds in acquiring Tegna, which would likely mean consolidation of local newsrooms in which it owns more than one station.