Core Insights - TEGNA Inc. has entered into a definitive agreement with Nexstar Media Group for the acquisition of all outstanding shares at $22.00 per share, valuing the transaction at $6.2 billion, expected to close in the second half of 2026, pending regulatory and shareholder approvals [1][2]. Financial Performance - Total revenue for the third quarter of 2025 decreased by 19% to $651 million, primarily due to lower political advertising revenue and a decline in advertising and marketing services revenue [4][17]. - Distribution revenue fell by 1% to $358 million, attributed to subscriber declines, partially offset by contractual rate increases [4][17]. - Advertising and marketing services revenue decreased by 12% to $273 million, impacted by macroeconomic challenges and the absence of Summer Olympic games [4][17]. - GAAP operating expenses decreased by 3% to $559 million, driven by cost-cutting initiatives, although M&A-related costs increased [4][14]. - GAAP net income attributable to TEGNA Inc. was $37 million, a 75% decrease compared to the previous year, with diluted earnings per share at $0.23 [4][14]. Cash Flow and Debt Management - Net cash flow from operations was $59 million, with adjusted free cash flow at $64 million [4][34]. - TEGNA returned $20 million to shareholders through dividends during the third quarter [4]. - The company called the full $550 million of its 4.75% senior notes due March 15, 2026, which contributed to an 8% decrease in interest expense to $39 million [4][14]. Business Updates - TEGNA has suspended share repurchases but plans to continue paying regular quarterly dividends until the transaction with Nexstar closes [5]. - TEGNA stations received six national Edward R. Murrow Awards, highlighting the company's commitment to quality journalism [8]. Non-GAAP Financial Measures - Adjusted EBITDA for the third quarter decreased by 52% to $131 million, primarily due to lower political advertising and AMS revenue [4][32]. - The net leverage ratio at the end of the third quarter was 2.9x, indicating the company's debt levels relative to its earnings [4][39].