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EXCLUSIVE: Nexstar Media Group COO Mike Biard did not hesitate erstwhile asked if he had immoderate 2nd thoughts astir nan company’s determination to state its $6.2 cardinal merger pinch Tegna closed specified minutes aft nan FCC approved nan deal.
“Not astatine all,” he told Deadline successful an interview. In summation to FCC and Department of Justice approval, Biard said, “We had banks lined up [to money payouts to Tegna shareholders]. When that happens, successful these situations, you close. You don’t person nan luxury of conscionable assuming that everything is going to beryllium successful that infinitesimal forever. You conscionable don’t cognize what you don’t cognize astir what enactment of God is astir nan corner, aliases 9/11, aliases thing that could materially alteration nan landscape. So, erstwhile you person an opportunity to adjacent and nan conditions are each checked off, you close. So that’s what we did.”
A national judge didn’t spot it that way, siding pinch DirecTV and a number of authorities attorneys wide who revenge a suit challenging nan merger connected antitrust grounds. In a ruling issued successful April, nan judge cited Nexstar’s telephone to state nan woody closed successful March contempt nan filing of nan suit connected nan nighttime earlier nan FCC’s approval. A preliminary injunction ordered by nan U.S. District Court judge has stiff nan merger and near nan ample position owners successful a limbo state. Nexstar has appealed nan ruling to nan Ninth Circuit, and requested an expedited process.
Biard, a erstwhile longtime Fox exec who came to Nexstar successful 2023, did not want to spell connected nan grounds pinch his afloat return connected nan appeals process fixed nan sensitivities. He did statement nan institution hopes oral arguments successful nan entreaty tin beryllium allowed to commencement by August aliases September, pinch a determination by nan multi-judge Ninth Circuit sheet coming during nan ensuing months.
“There has not been thing adjacent to a fulsome evidentiary hearing,” nan exec added. “So we are really looking guardant to that portion of nan litigation. We tin coming due grounds and get astatine what nan different side’s motivations and claims are, alternatively than benignant of playing defense.”
While nan Nexstar-Tegna deal has taken style successful nan protector of nan acold larger Paramount-Warner Bros. Discovery combination, which is besides still pending, its effect connected section media is considerable. In signing off, nan FCC’s Media Bureau issued a waiver of national rules limiting a azygous proprietor from owning stations reaching much than 39% of U.S. households. The transaction would consequence successful a institution pinch scope to 80% of homes, but Biard says nan mathematics progressive successful nan headdress calculations is wide misunderstood – including by immoderate of nan plaintiffs successful nan lawsuit.
“We’re successful a monolithic authorities of confusion, arsenic acold arsenic nan marketplace extracurricular of broadcasters knowing nan cap,” he said. “When I publication statements from nan lawyer wide of California, who originates pinch saying that this transaction is presumptively forbidden because it exceeds nan cap, I americium dismayed because it conscionable betrays a basal misunderstanding of nan regulations applicable to nan cap.”
While galore accounts of nan merger, including successful nan lawsuit, opportunity it will return Nexstar from 39% scope to 80%, Biard says those depictions do not return into relationship nan alleged “UHF discount.” Lawmakers successful nan 1990s erstwhile they arrived astatine nan presently ownership rules were addressing a broadcast TV business past operating connected nan UHF and VHF bands. Stations located connected transmission 13 aliases little count afloat toward nan cap, while only 50% of higher UHF channels are counted.
Biard said without nan UHF discount, Nexstar has already been astatine 70% reach. In its exertion pinch nan FCC, Nexstar said nan fig would beryllium 54.5% erstwhile nan discount is applied.
When Biard mentioned that stat successful a caller chat pinch members of 1 authorities AG’s office, he recalled, “I could spot by nan look astir nan array that nary 1 understood what I was talking about, and really that was possible.” The thought that nan UHF and VHF favoritism is still a information “tells you conscionable really antiquated nan headdress is,” he added.
Nexstar CEO Perry Sook has described nan merger successful existential terms, a positioning besides emphasized successful nan company’s ineligible filings. While opponents spot an enlarged Nexstar arsenic a monopoly threat pinch unfair leverage complete distributors and diminished inducement to put successful section news coverage, Nexstar says it is simply a struggling industry’s champion dream for survival.
“Think of who we compete against,” Biard said, arguing nan existent ownership headdress is obsolete. “The conception that immoderate of nan networks, broadcast aliases cable, would beryllium constricted to only reaching 4 retired of 5 homes would beryllium anathema to people. If you woke up and personification said, ‘Hey, conjecture what, Netflix? You tin only spell to 80% of nan country,’ location would beryllium a hue and cry. ‘How situation you?!’ Think astir nan scope of Big Tech earlier we moreover get to accepted media. The scope of Big Tech, not only is it 100%, I would reason it’s much for illustration 600%, because each location has aggregate connected devices wherever each of those platforms are available. … And someway our scope to 80% is someway portrayed arsenic monopolistic. It’s absurd.”
Moving beyond nan ineligible process pinch Tegna, Biard offered his position of nan pay-TV manufacture much broadly. It’s a taxable he knows well, having led distribution astatine Fox, which put him astatine nan halfway of a number of bruising carriage fights. Asked if pay-TV levels are starting to shape a guidelines aft years of decline, he said, “I deliberation we’re getting there. I wouldn’t state that cord-cutting is complete and pay-TV is not going to erode astatine all.” Part of nan hang-up, he explained, is that pay-TV “hasn’t gotten to nan unified personification acquisition that I deliberation everyone would really for illustration to see.” Some companies, and present he explicitly named DirecTV, “have not been arsenic focused connected that. They’re still fighting nan fights of 15 years ago,” seeking amended financial position pinch programmers alternatively of updating their merchandise offerings.
Nearly 4 years ago, aft absorbing Tribune Co., Nexstar swung a notable M&A woody by acquiring mostly power of The CW, absorbing its indebtedness successful a woody pinch erstwhile 50-50 partners Paramount and WBD. Biard said nan broadcast web is yet connected way to deed profitability this year. The institution pursued nan woody for some “offensive” and “defensive” reasons, Biard reasoned, looking to protect its ample portfolio of CW-affiliated stations and besides create a caller entree constituent for programming, particularly unrecorded sports.
“The faster demise of cablegram networks has accelerated our constituent of position that leagues, conferences and brands are increasing much leery of cable,” Biard said. “They’re hesitant to spell axenic streaming and extremity up ‘out of sight, retired of mind’ for a ample swath of imaginable viewers.”
The CW was “losing a batch of money erstwhile we bought it,” he added. “We’re proud of nan occupation that we’ve done to create a overmuch amended business.”
