As one of our long-time industry colleagues said yesterday, there was a lot to digest in TV Land on this third Tuesday in August.

It all began unfolding on Monday, when the Wall Street Journal reported in an exclusive story, "Sinclair Proposes Merger with Tegna.” The Journal said that the proposal to combine Sinclair’s broadcast division of 185 owned or operated local television stations with Tegna’s 64 stations. The report pegged the offer as being worth somewhere between $25 and $30 a share, and cited details from “people familiar with the matter."

By early Tuesday morning, another person would weigh in. This one from "deep in the heart of Texas," as the song goes. We admit to wishing that Nexstar Chairman and CEO Perry Sook had opened his briefing call with the immortal words of ESPN’s College GameDay legend, Lee Corso, by declaring “Not so fast, my friend.”

Sook’s Nexstar announced that it had “a definitive agreement” to acquire Tegna. Nexstar would be buying the outstanding shares of Tegna stock and assuming its debt, in a deal worth about $6.2 billion. The deal would combine Nexstar’s 201 current TV stations with Tegna’s 64, keeping Nexstar as the nation’s largest owner of local television stations. The transaction would include 35 markets where Nexstar would create or add to duopolies (2 or more stations) by acquiring Tegna.

We detailed that list (with some help from our readers) back on August 11th.

Turning to our financial experts, we asked why the Nexstar acquisition offer would be more desirable than the Sinclair merger proposal. The answer, it seems, is about the money. (Yes, we also said “Well, Duh” to them when they said it to us.) Specifically in this case, the Nexstar offer includes assuming some $2 billion in debt that Tegna currently carries. The Sinclair deal would bring that debt over to the new merged company, which we think definitely should have been named either “Signa” or “Tegclair."

Another factor is that Nexstar is a much bigger and healthier company, valued at over $6 billion, compared to the smaller Sinclair, which is valued at only $1 billion. Nexstar is seen by many as being more strategic, with its investments in businesses like the CW Network, NewsNation, and other initiatives being more sound than Sinclair’s portfolio, including its disastrous investment in regional sports channel operator, Diamond Sports.

Wall Street’s reaction to the Nexstar-Tegna deal was interesting to track during Tuesday’s trading session. At first, Nexstar shares opened up some $16 a share before sliding backwards during the day, and ultimately closing just a dollar and change over its previous close, which was a gain of less than one percent. At least one Wall Street shop raised its stock price target for NXST, the symbol Nexstar trades under, to $250 a share. Meanwhile, Tegna shares closed up over 4% at $21.05 for the day, which is an increase of 87 cents a share.

The Sinclair story in the Wall Street Journal late Monday sped up Nexstar’s timetable in going public, but the behind-the-scenes work had obviously been going on for some time. Whispers about the potential deal had been in the wind for a couple of weeks and frankly seemed more credible than the idea that Sinclair could put together a deal that would land Tegna.

Of course, this mega deal is based on the idea that the Trump administration’s Federal Communications Commission will dramatically reduce, if not outright eliminate, most regulations on television station ownership. Nexstar’s Perry Sook said as much in his remarks in the announcement early on Tuesday. Sook has been a leading voice in the industry, proclaiming that deregulation would allow local broadcasters to "level the playing field, and compete more effectively with the Big Tech and legacy Big Media companies that have unchecked reach and vast financial resources."

The irony of that statement to us is that Nexstar isn’t what you would describe as a “Small Media” company anymore.

It has come a long way from its humble roots when Sook bought his first television station, WYOU, the CBS affiliate in Scranton, Pennsylvania, back in 1996. By the company’s 30th anniversary in 2026, it could own three of the four major network stations in the Wilkes-Barre/Scranton/Hazelton, PA market, as it already owns NBC affiliate, WBRE, and would add Tegna’s WNEP, the ABC affiliate there when the deal to acquire Tegna was completed, which is expected to take as long as a year.

That would leave only the Fox affiliate in North Eastern Pennsylvania as owned by someone other than Nexstar. Ironically, perhaps, that station, WOLF-TV, is owned by New Age Media and operated by Sinclair, which also has WSWB, the CW affiliate, and WQMY, the MyTV affiliate in the market. Sinclair has been moving to purchase all of the so-called “Sidecar” owned stations that it doesn’t own outright, but operates through a structure known as a “Shared Services Arrangement” (SSA), which allowed broadcasters to effectively manage more stations than they could legally own under the existing television ownership rules.

So in 2026, six of the major local television stations in the nation’s 59th largest market will likely be owned by just two companies. Nexstar would have three, and Sinclair would have three. We almost forgot that Scripps, through its ION Media Networks division, owns WQPX there, but that station produces no local programming that we are aware of. This kind of market consolidation will likely play out in most, if not all, of the television markets across the country.

That is, if the FCC holds up its end of the bargain. We are expected to learn more about their plans by September 30th, which is the scheduled date for the next open meeting of the full commission. We must assume that Perry Sook believes his plans will be viewed favorably by the FCC.

By the way, Nexstar stated in its Tuesday morning announcement that it expects to find annual “synergies” (aka "cost savings”) of $300 million through the deal for Tegna. We think that is a pretty conservative number. By the time Nexstar fully integrates the Tegna properties into being part of the “Nexstar Nation,” which could take a year or two after the deal closes, the savings could easily reach double that figure.

By late Tuesday night, there was already one obstacle to a Nexstar-Tegna deal getting done.

The former Attorney General of Louisiana, Charles C. Foti, Jr. and his law firm of Kahn, Swick & Foti announced they were investigating the proposed sale of Tegna to Nexstar, “seeking to determine whether this consideration (the $22 a share price) and the process that led to it are adequate or whether the consideration undervalues the company.” They are inviting anyone “who believes that this transaction undervalues the company and wants to discuss their legal rights regarding the proposed sale” to contact the firm, “without obligation or cost."

Wonder if anyone from the 410 area code will be calling that firm’s toll-free number?

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