Nexstar Signals It May Settle Antitrust Lawsuit Over $6.2 Billion Tegna Merger

Nexstar CEO Perry Sook told investors on the company's quarterly earnings call that a settlement of the antitrust lawsuit against its $6.2 billion Tegna merger is possible, saying: "If we can settle the litigation prior to going to trial next year, that has a benefit to us" (Deadline).
The remarks came as Nexstar reported $2 billion in second-quarter revenue, slightly ahead of Wall Street expectations, with diluted earnings per share of $3.61. It was the first full quarter reflecting Tegna's results on Nexstar's books — April to June 2026 — even though a federal judge has blocked the two station groups from legally combining operations.
Nexstar closed its acquisition of Tegna on 19 March 2026 for $6.2 billion, having received approvals from the Federal Communications Commission and antitrust authorities (Nexstar Q2 2026 earnings release). Shortly before the deal closed, satellite TV provider DirecTV and the attorneys general of several states filed a lawsuit seeking to block it. The complaint argues that the combined station giant would reach roughly 80% of US households, well above the 39% national cap — a federal rule limiting how many TV stations a single owner can control.
A federal judge granted a preliminary injunction in April, freezing the merger and imposing a "hold-separate" order — meaning Nexstar owns Tegna on paper but cannot integrate the two companies' operations. Nexstar has appealed that decision to the Ninth Circuit. Sook described the effort to fend off the legal challenge as "a fight" (Deadline).
Despite the hold-separate restriction, Nexstar has added Tegna's financial results to its own statements. Sook said that allows the company to pay down debt using cash flow from Tegna's 64 television stations and two radio stations across 51 US markets — even though it cannot legally merge the two station groups.
Sook also said Nexstar faces less pressure than competitors such as Paramount, alluding to — but not naming — the antitrust suit tied to the proposed Paramount and Warner Bros. Discovery merger. The distinction, he suggested, is that Nexstar has already closed on the Tegna acquisition, whereas other deals remain in regulatory limbo.
On the question of the FCC's move to eliminate the national cap on local TV station ownership, Sook downplayed its relevance to Nexstar's legal defence. The case "is more about antitrust than the national ownership cap," he said, adding that new FCC rules will involve case-by-case determinations of a deal's impact on station reach and market consolidation.
The plaintiffs in the lawsuit seek both injunctive relief and money damages, according to Nexstar's annual reports. A trial has not yet been scheduled, but Sook's comments point to a possible resolution before the case reaches a courtroom next year.
For Nexstar, the path is now a two-front exercise: running Tegna's stations at arm's length while betting that a settlement can clear the way for full integration. The earnings numbers suggest the company has breathing room. The courtroom will decide whether that room holds.


