Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Tech · Television Broadcasting Stations

Nexstar Media Group, Inc. to acquire Tegna Inc

Announced Aug 19, 2025 · Closed Mar 20, 2026

Deal value$6.20BEV $5.86B
Premium44.0%To unaffected price
EV / Adj. EBITDA6.7x1.9x EV / Revenue
ConsiderationAll cash$22.00 per share

Transaction

Acquirer
Nexstar Media Group, Inc. (NXST)
Target
Tegna Inc (TGNA)
Buyer type
Strategic
Offer price per share
$22.00
Enterprise value
$5.86B
Status
Closed Mar 20, 2026

Deal protections

Break fee (target pays)
$120M · 1.9%
Reverse fee (buyer pays)
$125M · 2.0%
Go-shop
No-shop
Financing
Committed · Goldman Sachs, BofA Securities, Truist Securities, Wells Fargo, Barclays, CIBC +2

Advisors

To the acquirer
BofA Securities, JPMorgan, Goldman Sachs
To the target
Allen & Company
Allen & Company fee
$60.0M

Sector context · Tech

Comparable deals
61 in the prior 24 months
Premium
44.0% vs. 37.0% sector median
EV / Adj. EBITDA
6.7x vs. 16.7x sector median
Break fee
1.9% vs. 3.0% sector median

Timeline

  1. AnnouncedAug 19, 2025
  2. Proxy filedSep 17, 2025
  3. Definitive proxyOct 10, 2025
  4. Shareholder voteNov 18, 2025
  5. ClosedMar 20, 2026

Valuation · fairness opinions

Trading comparables$14.44$18.99
Trading comparables$14.74$19.16
Trading comparables$19.65$24.14
Trading comparables$18.17$24.96
52-week trading range$13.37$19.62
Offer $22.00

Implied value per Tegna Inc share by analysis, from Allen & Company.

Sources
  • 8-K (EX-99) · Aug 19, 2025
  • 8-K · Aug 19, 2025
  • 8-K (EX-99.1) · Nov 10, 2025

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.