Nexstar Media(US:NXST)2025-11-06 21:38Acquisition and Mergers - The company entered into a definitive agreement to acquire TEGNA Inc. for $6.2 billion, with a cash payment of $22 per share, expected to close by the second half of 2026[124][125]. - Nexstar entered into a Merger Agreement with TEGNA on August 18, 2025, with committed financing from commercial banks[157]. - The company acquired the assets of WBNX-TV for a cash purchase price of $22 million[130]. - The company acquired a 75.0% ownership interest in The CW on September 30, 2022, which is not a guarantor of the 4.75% and 5.625% Notes[170]. Financial Performance - Net revenue decreased by 12.3% to $1.2 billion for the three months ended September 30, 2025, and by 6.6% to $3.7 billion for the nine months ended September 30, 2025, primarily due to lower political advertising[130][140]. - Advertising revenue decreased by $146 million, a 23.5% decline for the three months ended September 30, 2025, primarily due to a decrease in political advertising by $145 million[134][136]. - Income from operations decreased by 47.8% to $175 million for the three months ended September 30, 2025, and by 28.7% to $607 million for the nine months ended September 30, 2025[134]. - Distribution revenue decreased by $11 million primarily due to MVPD subscriber attrition[141]. - Advertising revenue decreased by $246 million, with a $213 million decline in political advertising due to 2025 not being an election year[142]. - Income from equity method investments decreased by $28 million primarily due to a decrease in net income of TV Food Network[145]. - Net income attributable to the Obligor Group for the same period was $314 million[171]. - Total net revenue for the nine months ended September 30, 2025, was $3,516 million, an increase from the previous period[171]. Cash Flow and Debt Management - Net cash provided by operating activities was $701 million for the nine months ended September 30, 2025, down from $839 million in 2024[152]. - Total outstanding debt as of September 30, 2025, was $6.4 billion, representing 73.6% of the Company's combined capitalization[158]. - The company completed the refinancing of senior secured credit facilities, repaying $157 million of its debt during the nine months ended September 30, 2025[130]. - Interest expense decreased by $52 million, or 15.3%, due to lower interest rates and reduced outstanding debt[146]. - The company's long-term debt obligations bear interest rates ranging from 5.63% to 6.63% as of September 30, 2025[176]. - An increase in SOFR by 100 basis points would increase annual interest expense by $37 million, while a decrease would decrease annual interest expense by the same amount[177]. - The company has no financial instruments in place to hedge against changes in benchmark interest rates on its senior secured credit facilities as of September 30, 2025[177]. Shareholder Returns - The company declared and paid dividends of $56 million during the three months ended September 30, 2025, and returned $294 million to shareholders through stock repurchases and dividends during the nine months ended September 30, 2025[130]. - The Company declared a quarterly cash dividend of $1.86 per share, payable on November 26, 2025[156]. Assets and Liabilities - Total current assets as of September 30, 2025, amounted to $1,273 million, up from $1,160 million as of December 31, 2024, reflecting a growth of approximately 9.7%[170]. - Total noncurrent assets decreased to $8,933 million as of September 30, 2025, from $9,140 million as of December 31, 2024, representing a decline of about 2.3%[170]. - Total current liabilities were $667 million as of September 30, 2025, compared to $685 million as of December 31, 2024, indicating a reduction of approximately 2.6%[170]. Taxation - The effective tax rates were 32.3% for the three months ended September 30, 2025, reflecting a 1.4% increase due to nondeductible permanent differences[139]. - The company expects a decrease in political advertising revenue in 2025 compared to 2024, as 2025 is not an election year[133]. Operating Expenses - Direct operating expenses decreased by $21 million due to restructuring initiatives, offset by nonrecurring costs related to a disputed customer claim[143].