Trump Administration Approves Nexstar Acquisition of Tegna
TL;DR
The Trump administration's FCC approved Nexstar Media Group's $6.2 billion acquisition of rival broadcaster Tegna, creating a company that owns 265 television stations reaching 80 percent of American households — after waiving the federal rule capping ownership at 39 percent. Eight state attorneys general and DirecTV have filed lawsuits to block the deal, arguing it will raise consumer prices and harm local journalism, while Nexstar says the scale is necessary for local TV to survive.
On March 19, 2026, the Federal Communications Commission quietly approved the largest local television merger in American history. There was no public vote. No open hearing. Within hours, Nexstar Media Group declared it had closed its $6.2 billion acquisition of rival broadcaster Tegna Inc., creating a company that owns 265 television stations reaching roughly 80 percent of American households .
The deal was endorsed by President Donald Trump, fast-tracked by his appointed FCC Chairman Brendan Carr, and approved by the Department of Justice — all while eight state attorneys general and DirecTV raced to courthouses to stop it .
The result is a single company controlling more local newscasts than any entity in American broadcasting history. Whether that concentration strengthens or guts local journalism depends on whom you ask — and the lawsuits now working through federal court may ultimately decide.
The Deal
Nexstar and Tegna announced their merger agreement on August 19, 2025. Under the terms, Nexstar would acquire all outstanding shares of Tegna at $22.00 per share in cash — a 31 percent premium over Tegna's 30-day average stock price . The total transaction value, including Tegna's net debt, came to $6.2 billion.
Before the deal, Nexstar already held the title of America's largest local TV station owner, operating 201 stations across 116 markets . Tegna brought 64 full-power stations to the table. Combined, the new Nexstar controls stations in 132 of the country's 210 designated market areas, spanning 44 states and the District of Columbia . The vast majority are local affiliates of ABC, CBS, Fox, and NBC.
Tegna's shareholders approved the sale on November 18, 2025. The FCC accepted transfer applications on December 1, 2025 . Then began the political maneuvering that would define the deal's path to approval.
Trump's Endorsement and the Kimmel Affair
On February 7, 2026, President Trump publicly backed the merger, writing on social media that "we need more competition against THE ENEMY, the Fake News National TV Networks" . The endorsement followed months of signals that Nexstar was courting the administration's favor.
The most visible episode came in September 2025, when Nexstar pulled "Jimmy Kimmel Live!" from its ABC-affiliated stations after FCC Chairman Carr publicly condemned Kimmel over comments the host made about conservative activist Charlie Kirk . Carr went so far as to suggest that stations airing such content could face license consequences. Nexstar restored Kimmel's show weeks later, but the message was received: the company was willing to adjust its programming in response to political pressure from the very regulators who held the merger's fate .
Critics, including the Committee to Protect Journalists, drew a direct line between the Kimmel incident and the merger approval, describing a pattern of "politicized threats and retaliatory actions from the FCC in the second Trump administration" .
Nexstar CEO Perry Sook, for his part, thanked the administration directly. "I am grateful to President Trump, Chairman Carr and the DOJ for recognizing the dynamic forces shaping the media landscape," Sook said in a statement following the deal's closure .
The 39 Percent Rule — and Its Waiver
The merger required the FCC to waive one of the most significant constraints on media consolidation: the national television ownership cap. Federal rules prohibit a single company from owning stations that collectively reach more than 39 percent of U.S. television households . The combined Nexstar-Tegna entity would reach at least 60 percent — and by some calculations, as high as 80 percent .
Chairman Carr justified the waiver by arguing it was "consistent with longstanding FCC authorities" and that it "promotes the underlying purpose of the FCC's media regulations by promoting competition, localism, and diversity" . The National Association of Broadcasters called the decision a "meaningful" acknowledgment that ownership rules need reform .
In exchange for the waiver, Nexstar agreed to several conditions: divesting six stations within two years, extending certain retransmission agreements at existing rates through November 2026, expanding investment in local news, and upholding nondiscrimination and equal employment opportunity standards .
But the process itself drew sharp criticism. FCC Commissioner Anna Gomez, a Democrat, issued a dissent condemning the approval. "The FCC has once again chosen bureaucratic cover over public accountability," Gomez wrote. "This merger was approved behind closed doors with no open process, no full Commission vote" . She added: "Local journalism is under extraordinary strain... The Nexstar-Tegna merger will accelerate exactly that trend" .
The Lawsuits
The FCC's approval came less than 24 hours after a coalition of eight state attorneys general filed an antitrust lawsuit in U.S. District Court in Sacramento, California, seeking to block the deal . The states — California, Colorado, Connecticut, Illinois, New York, North Carolina, Oregon, and Virginia, all led by Democratic attorneys general — alleged the merger violates Section 7 of the Clayton Act, which prohibits mergers that substantially lessen competition or tend to create a monopoly .
California Attorney General Rob Bonta led the filing. New York Attorney General Letitia James warned: "Cable prices will spike for consumers in New York and across the country if this merger moves forward" .
The states' complaint identified 31 local markets where both Nexstar and Tegna currently own at least one station, arguing the merger would increase market concentration "by more than 10 times the amount that is presumptively unlawful under the antitrust laws" in more than a dozen of those markets .
DirecTV filed its own antitrust suit the same day, also in Sacramento . The satellite provider's complaint focused squarely on retransmission fees — the payments that cable, satellite, and streaming distributors make to station owners for the right to carry their broadcasts.
Retransmission Fees: The Financial Engine
Retransmission consent fees sit at the center of the economic case both for and against this merger. These are the fees that pay-TV distributors negotiate with station owners for the right to carry local broadcast signals — costs that are typically passed along to subscribers.
According to DirecTV's lawsuit, retransmission fees have increased more than 5,000 percent over the past two decades, rising from approximately $214.6 million in 2006 to an estimated $11.9 billion in 2025 . Nexstar's own chief financial officer told shareholders the company expected to collect roughly $135 million in additional retransmission fees as a result of the Tegna acquisition .
DirecTV's general counsel, Michael Hartman, warned that the deal would "trigger a wave of similar consolidation" across the broadcast industry. "This merger is anti-competitive and not in the public interest," Hartman said, arguing it would lead to "more frequent and longer blackouts of local teams and network programming" .
Nexstar has framed the retransmission revenue differently: as essential to sustaining local broadcasting in an era when advertising revenue continues to decline and cord-cutting accelerates. Sook has repeatedly argued that scale is the only way for local TV stations to survive against streaming giants and national networks .
What It Means for Local News
The merger's impact on local journalism is the question that divides supporters and opponents most sharply.
Nexstar has committed to expanding local news investment as a condition of the deal . The company already operates NewsNation, a national cable news channel launched in 2020, and has positioned itself as a champion of local coverage.
But Nexstar's track record gives critics cause for concern. The company has a documented pattern of consolidating newsrooms in markets where it owns multiple stations — centralizing operations and reducing staff . The Committee to Protect Journalists reported that "dozens of journalists have already faced layoffs by Nexstar in New York City, Los Angeles, and Chicago in anticipation of the merger's completion" .
CPJ CEO Jodie Ginsberg called the approval "highly unusual" and warned that "corporate consolidation of media, especially at the local level, severely hampers access to information that is in the public interest" .
Research from Stanford Graduate School of Business has found that consolidation in local TV news tends to reduce the volume of locally produced content and shift coverage toward nationally syndicated programming . In markets where a single owner controls multiple stations, local political coverage and investigative reporting often decline.
The states' lawsuit echoed these findings, arguing that the merger threatens to "reduce local newsroom diversity and coverage" in communities already underserved by local media .
The Political Dimensions
The merger sits at a fraught intersection of media policy and partisan politics. Every attorney general who sued to block it is a Democrat. The FCC commissioners who approved it serve in a Republican-controlled agency under a Trump appointee. The president himself endorsed the deal.
Trump's stated rationale — that consolidating local stations would create "more competition against... the Fake News National TV Networks" — frames the merger as a counterweight to what he perceives as hostile national media . But critics argue the logic is inverted: a single company controlling 80 percent of local TV households does not create competition; it reduces it.
The Kimmel episode added a layer of concern about editorial independence. If a station group with 265 outlets is willing to pull programming in response to political pressure from regulators, what does that mean for the independence of local newsrooms operating under the same corporate umbrella? The question is not hypothetical — it has already been tested .
Supporters of the deal counter that the real threat to local news is not consolidation but the structural decline of broadcast advertising and the migration of audiences to digital platforms. In this view, only a company with Nexstar's scale can afford to maintain local news operations in small and mid-size markets that would otherwise lose coverage entirely .
What Happens Next
Despite Nexstar's announcement that the deal has closed, the legal battles are far from over. Attorneys for both the state coalition and DirecTV have stated their lawsuits will proceed regardless of the merger's completion . If a federal court ultimately rules against the merger, Nexstar could be forced to unwind portions of the acquisition or accept additional divestitures.
The six-station divestiture Nexstar has already agreed to represents a small fraction of its total portfolio — a concession critics describe as insufficient given the scale of the ownership cap waiver. The retransmission rate freeze extends only through November 2026, after which Nexstar will be free to negotiate from a position of vastly increased market power .
The case will also test the boundaries of FCC authority. Legal scholars have questioned whether the agency has the power to waive the 39 percent ownership cap unilaterally, or whether such a change requires formal rulemaking or Congressional action . The outcome could set precedent for future media mergers well beyond this particular deal.
For the 80 percent of American households now served by a Nexstar-owned station, the most immediate question is simpler: will their local news get better, worse, or simply cheaper to produce? The answer will unfold across 265 newsrooms in 44 states — and in a federal courtroom in Sacramento.
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Sources (11)
- [1]FCC approves merger of local television owners Nexstar and Tegna as two lawsuits seek to block itnpr.org
The deal needed the approval of the Republican Trump administration's FCC because the government had to waive rules that limit how many local stations one company can own.
- [2]FCC green-lights Nexstar's $6.2B merger with rival TV station owner Tegnanbcnews.com
The FCC waived a rule that bars a single company from owning TV stations reaching more than 39% of U.S. households, with the combined entity to cover at least 60%.
- [3]Nexstar says it has acquired Tegna as state AGs push to block the mergercnn.com
Eight state attorneys general filed an antitrust lawsuit to block the acquisition, led by California AG Rob Bonta.
- [4]DIRECTV Files Federal Antitrust Lawsuit to Block Anticompetitive Nexstar-TEGNA Mergerprnewswire.com
Retransmission fees have surged 5,000% over two decades, from approximately $214.6 million in 2006 to an estimated $11.9 billion in 2025.
- [5]Nexstar Media Group, Inc., Closes Acquisition of TEGNA Inc.nexstar.tv
Nexstar closed the acquisition on March 19, 2026, with Tegna shareholders receiving $22.00 per share in cash, a 31% premium to the 30-day average stock price.
- [6]FCC approves merger of Nexstar and Tegna as two lawsuits seek to block itspectrumlocalnews.com
Nexstar pulled Jimmy Kimmel Live! from its ABC affiliates after FCC Chairman Carr condemned the host, in a move widely seen as courting regulatory favor.
- [7]In unprecedented overreach, FCC allows merger consolidating local media ownershipcpj.org
CPJ CEO Jodie Ginsberg stated that corporate consolidation of media severely hampers access to information in the public interest. Dozens of journalists have already faced layoffs.
- [8]Nexstar, Tegna merger closes after winning regulatory approvalcnbc.com
Nexstar CEO Perry Sook thanked President Trump, Chairman Carr and the DOJ for recognizing the dynamic forces shaping the media landscape.
- [9]DirecTV Sues to Block Nexstar-Tegna Local TV Dealvariety.com
DirecTV alleged the merger would increase concentration in more than a dozen local markets by more than 10 times the presumptively unlawful threshold.
- [10]Eight States Sue to Block Nexstar's $6.2 Billion Tegna Dealvariety.com
The states identified 31 markets where both companies own stations, alleging the merger violates Section 7 of the Clayton Act.
- [11]Remote Control: How Consolidation Is Changing Local TV Newsgsb.stanford.edu
Stanford research found that consolidation in local TV reduces locally produced content and shifts coverage toward nationally syndicated programming.
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