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Federal judge could halt Nexstar-Tegna TV station merger

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 Tegnadespite 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.

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