Nexstar Media Group reported record revenue in the first quarter, up 13.1% year over year, as executives outlined plans to combat antitrust lawsuits that are seeking to block the company’s $6.2 billion acquisition of Tegna, insisting they would complete the merger.
In its earnings report, Nexstar reported net revenue of $1.396 billion in Q1 2026, up 13.1% from the $1.234 billion reported a year earlier as net income spiked by 64.9% YoY to $160 million in Q1. Advertising was strong, up 19.1% YoY to $548 million, while distribution revenue increased by 9.8% YoY to $847 million.
Lee Gliha, executive vice president and chief financial officer, said the company was seeing a “a little bit of a weaker advertising environment in the second quarter than we did see in the first quarter.”
“What I tend to look at is I look at our categories and I look at which ones are increasing versus decreasing on a quarter-to-quarter basis,” Gliha added. “And last quarter, it was about 50-50. And this quarter, it's about 2/3 decreasing and 1/3 increasing. So I think it's just kind of a general overall weakness.”
Perry Sook, founder, chairman and CEO of Nexstar, said that “our acquisition of Tegna represents an important step in solidifying our future” and cautioned analysts “against attempting to draw legal conclusions at this stage.”
“We are confident in our arguments expressed in detail in the FCC's order approving the transaction that a stronger, more financially resilient and local broadcast industry is in the public's best interest,” Sook said. “We believe this is a fight worth having for us, for our industry and for the future of local journalism.”
“This transaction represents an opportunity to further our long-standing commitment to serving the communities of all sizes with high-quality free over-the-air programming, fact-based journalism and innovative digital and marketing solutions for both our viewers and our advertising partners,” he added. “We're focused on presenting the strongest possible legal arguments to the court, and to that end, we've engaged Beth Wilkinson at Wilkinson Stekloff, to lead our trial and appellate efforts, supplementing our former antitrust council at Morrison Forrester. Beth is one of the nation's most highly regarded trial lawyers having recently led the defense team that secured a victory for the NFL and its 32 member teams and a major antitrust class action suit challenging the Sunday Ticket distribution and related media agreements.”
“With our expanded legal team in place, we move forward now with complete confidence in the merits of our case and our ability to bring this process to a successful conclusion,” he explained. “As far as next steps are concerned, there are multiple legal proceedings underway. First, we filed our notice of appeal of the preliminary injunction before the Ninth Circuit Court of Appeals. Second, the trial in the U.S. District Court for the Eastern District of California. And finally, there is also a separate challenge to the FCC's approval of the transaction pending before the D.C. Circuit Court. The court has already denied a request for an emergency stay finding that it lacks jurisdiction at this stage. Both we and the FCC have been directed to file responses to the petition by May 11.”
“While we don't have control over the various courts’ timelines, in the meantime, in compliance with the court order, Nexstar and Tegna are operating separately and we are proud of both teams’ continued focus on execution and their local community commitments,” he said.
In response to a question about why the FCC didn’t eliminate the ownership cap first and then approve the Nexstar/Tegna deal, Sook stressed that “the Tegna acquisition was approved. We do own the assets. I want to start there, and we feel that went through a fulsome approval process at both the FCC and the DOJ…I don't presuppose to be in the mind of chairman [Carr], but if you go back and look at public statements that he's made, since he was a commissioner, whether his party was in power or out of powe, he has said these rules are antiquated relic of the past and they need to go.
“I believe to this day, and I don't rule out that he will start a proceeding perhaps in this quarter or the next quarter would be a rulemaking to eliminate the national ownership cap,” Sook added. “I think that Chairman Carr is totally aware of market realities why he's taking the actions that he has taken, and so I think we are still on a path to regulatory deregulation and we are very thankful that we were able to make a persuasive case to qualify for a waiver during dependency of those proceedings.”
But Sook cautioned that “it's not just as simple as putting out a press release and saying, there was a change. There's a lot of legal work that has to go into that, a lot of wordsmithing, a lot of consultation with advisers. So I don't—I would not suppose or presume that those actions are off track. It's just—there's obviously a lot going on, a lot of M&A in addition to ours, that is under consideration at the FCC and the DOJ. And so I just think it's—I think these things are moving through the pipeline, but I would not presume that they have stopped or will not move through the pipeline ultimately.”
Nexstar President and Chief Operating Officer Michael Biard added that he didn't think changing the ownership rules prior to approving the Nexstar-Tegna deal would have stopped opponents from filing suits to block the deal.
"I don't think if you look at the claims that have been made in the litigation that the order with respect to the cap would change anything," he said. "The claims being made by the plaintiffs essentially are outside of the FCC purview. They come from an antitrust perspective, which is really a different analysis mile than the FCC. I think the FCC could have yielded a waiver, a complete elimination of the rules in gold and served it up on a platter, and the plaintiff still would have found reason to complain in this case."
