Wednesday, December 9, 2015

Media General Rejects Sweetened Nexstar Offer

Nexstar Broadcasting Group, Inc. today disclosed that it has reached an impasse in its negotiations to acquire Media General, Inc., following the rejection by Media General’s Board of Directors of Nexstar’s revised proposal that is currently valued at $16.31 per Media General share, based on Nexstar’s closing share price on December 8.

Nexstar’s revised proposal consists of $11.00 per share in cash. The current Nexstar proposal represents a premium of 46.3% over Media General’s closing stock price on September 25, the last trading day prior to Nexstar’s initial offer being made public.

Media General’s Board has rejected Nexstar’s revised offer, which also included an agreement in principle to offer a net contingent value right (CVR) that would provide Media General shareholders with cash based on the net proceeds received from the sale of its spectrum in the upcoming auctions, less any benefit that Media General shareholders would otherwise be entitled to as Nexstar shareholders from the sale of Nexstar spectrum.

Perry Sook
“Despite strong support from Media General shareholders for our past proposals, we have reached an impasse in our negotiations to acquire Media General as their Board has again rejected our very compelling offer and responded with an unrealistic counter proposal,” said Perry Sook, Chairman, President and CEO of Nexstar.

“The response from Media General is disappointing as our revised offer reflects our recent confirmation of our projections for first year synergies and our continued focus on structuring a transaction that would enable the combined company to generate prodigious free cash flow that would be allocated for leverage reduction, additional strategic investments and the return of capital to shareholders.”

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