NEW YORK—Media General is sticking with its current dance partner when it comes to measuring local TV markets, signing a long-term renewal with Nielsen back in January. Nielsen will continue to provide its TV ratings service across all of Media General’s stations.

As part of the new agreement, Media General will also expand its subscription to Nielsen Local TV View to all of its stations. NLTV expands analysis of viewing within and across a station’s market, create custom trading areas to examine a target audience, or provide insights into sub-samples of their audience by a variety of characteristics. Stations can also report audiences across tablet, mobile and computers.

Media General owns and operates stations across 48 markets in the U.S.

ATLANTA —Cox Communications is not holding its peace about the $4.6 billion marriage of Nexstar and Media General, announced in September and consummated yesterday. In the opening salvo of yet another publicly fought retransmission negotiation, the cable operator today said that Nexstar is holding it over a barrel.

“Cox Communications strongly urges the public to voice its opposition of the merger to the Federal Communications Commission. Nexstar is demanding Cox Communications customers pay triple the current price for retransmission consent or Nexstar will remove their signal from the Cox Communications lineup on Jan. 29,” the cable operator said in a statement. “Nexstar won’t even accept the very same rate that stations they manage agreed to just two weeks ago.”

Cox went on to quote Jonathan Kuperberg’s report in B&C regarding the merged companies’ size and its intent to raise revenues via retrans consent—a fairly typical strategy in TV station group mergers:

“...Nexstar sees the merger as a way to improve retransmission consent renegotiations... The new Nexstar Media Group’s 171 full power broadcast stations will be the most of any television group in the nation.”

The courtship between Nexstar and Media General began in late September when Nexstar made an unsolicited $4.1 billion bid for Media General and its 71 TV stations. At the time, Media General had already said yes to a $2.4 billion deal to merge with Meredith to create a group with 88 TV stations in 54 markets reaching 21 percent of U.S. TV households. Nexstar came in offering the $4.1 billion. Meredith balked at first, but then stood aside for a $60 million break-up fee. Media General then held out for the $4.6 billion purchase price announced yesterday.

Cox concluded its volley across the Nexstar-Media General bow with a protest of the merger.

“Nexstar should not be allowed to become a larger company, which would force more cable TV/satellite companies and ultimately customers to pay higher fees for retransmission consent. This merger is bad for business, bad for consumers and is not in the public interest.”

Also see... January 7, 2016
“TV Merger Triangle Unfolds”
The drama involving Media General, Nexstar and Meredith unfolded in successive press releases Thursday morning that read as if the bride switched grooms on the fly.

MULTIPLE CITIES— The drama involving Media General, Nexstar and Meredith unfolded in successive press releases Thursday morning that read as if the bride switched grooms on the fly. The upshot is that Nexstar and Meredith want to marry, and Meredith will get $66 million if it lets them. The flurry of press releases also confirmed that Nextstar and Meredith plan to participate in the spectrum incentive auction.

Meredith and Nexstar have been courting Media General since last fall in one of the most push-pull merger deals yet in broadcasting. In mid-September, Media General agreed to merge with Meredith in a deal valuing Meredith at $2.4 billion, and creating a group of 88 TV stations in 54 markets reaching 30 percent of U.S. TV households.

Two weeks later, Nexstar swooped in with an unsolicited $4.1 billion offer for Media General, urging it to pull out of the “value-destructive” deal with Meredith. (See “Media General to Consider Nexstar's $4.1 Billion Bid,” Sept. 28, 2015) A combined Nexstar and Media General comprised 162 TV stations in 99 markest reaching 39 percent of U.S. TV households.

Meredith agreed to let Media General parse Nexstar’s offer, but it refused to step aside.

Meanwhile, Media General came back to Nexstar in early December and told it to do better than its initial offer of $10.50 a share. Based on Nexstar’s share price at the time, Media General said $16.31 was more like it, and closer to the $17 per share offer Nexstar laid on the table in August that Media General rejected.

Nexstar wasn’t budging, according to Media General:

“Nexstar refuses to properly price the combination and materially improve its view on value,” read the Dec. 9 Media General statement.

It said the board remained “open to discussing and reviewing an improved proposal from Nexstar,” but that it was “unclear from Nexstar’s press release if its current proposal is indeed its best and final proposal,” and that the board continued to recommend “the proposed transaction with Meredith.”

Cut to Thursday, Jan. 7, shortly after 9 a.m. Eastern. Media General announces that Nexstar is acquiring it for a cash-share equivalent of $17.66 per share, plus a “contingent value right” for spectrum sold at auction. (Confirming Media General’s intention to participate. The deadline for doing so is next Tuesday.) Media General shareholders would get 33.4 percent of outstanding Nexstar shares.

But only if the Meredith agrees: “Because the Meredith-Media General merger agreement has not been terminated, there can be no assurance that any transaction with Nexstar will result (or the terms or timing thereof).”

Meanwhile, Meredith cancels it planned participation in the Citi 2016 Internet, Media & Telecommunications Conference in Las Vegas, a who’s who of sector CEOs and senior executives, analysts and business reporters. No reason was given, just a litany of Meredith assets—17 owned or operated stations reaching 11 percent of U.S. households, seven in the top 25 markets, 650 hours of local news produced, etc. Plus, a note about having paid a dividend for “68 straight years and increased it for 22 consecutive years.”

It quickly followed with a proposed “merger of equals” that it said valued Media General shares at $20, or $3 more than Nexstar, plus the spectrum bonus plus a dividend.

Wells Fargo’s Marci Ryvicker boiled down the basics:

“As far as Nexstar and Media General are concerned, their deal is negotiated; there is really no more discussion to be had,” she wrote in an analyst’s note. “Both companies can and intend to participate in the incentive auction.”

Further, she said, Nexstar was expected to file a merger agreement with the FCC on the day of the announcement, Thursday, Jan. 7.

In the meantime, Meredith’s proposal has to get past a vote by its shareholders, presumably next month. If they turn it down, Meredith gets a $60 million break-up fee if and Nexstar gets Media General.

RICHMOND, VA. and DES MOINES, IOWA—Media General, Inc., and Meredith Corporation have announced a merger to create a new multiplatform and diversified media company called Meredith Media General. Media General acquired all of the outstanding common stock of Meredith in a deal valued at $2.4 billion.

Stephen M. Lacy will serve as Meredith Media General’s CEO and president. Joseph H. Ceryanec will serve as the company’s chief financial officer. The remainder of Meredith Media General’s senior management team will be a combination of the two company’s existing executive teams. While Meredith Media General will be incorporated in Virginia, it will maintain offices in both Richmond, Va. and Des Moines, Iowa.

Meredith Media General’s Board of Directors will be led by J. Stewart Bryan III in the position of chairman of Meredith Media General. The rest of the board will be made up of 12 directors, eight appointed by Media General and four appointed by Meredith.

With the merger, Meredith Media General owns 88 TV stations across 54 markets that reach 34 million households. Stations in six markets— Portland, Ore.; Nashville, Tenn.; Hartford-New Haven, Conn.; Greenville-Spartanburg, S.C./Asheville, N.C.; Mobile, Ala./Pensacola, Fla.; and Springfield, Mass.—will be swapped or divested in order to address regulatory considerations.

The merger has been approved by the Board of Directors for both Media General and Meredith. The companies now await the approval from shareholders as well as customary closing conditions and regulatory approvals. The transaction is expected to officially close by June 30, 2016.

For more information, click here.

RICHMOND, VA--Top executives at Meredith and Media General told analysts during a conference call that the $2.4 billion merger they announced this morning has considerable upside in digital media as well as TV stations poised to benefit from 2016 election spending.

The combined entity will reach some 30% of U.S. TV households, via 88 stations in 54 markets, which would make it the No. 3 U.S. station group. In 80% of all markets where it operates, it will be No. 1 or No. 2 in terms of revenue, a point the executives returned to repeatedly during the hour-long call.

Broadcasting & Cable has the rest of the story.

LOS ANGELES – Connected-screen media company Media General looks to expand its original content across all platforms. To do so, the company has appointed Tony Optican to the newly created position of head of programming.

Tony Optican

Optican, a senior television development and programming executive, will be responsible for building Media General’s content strategy, while also continuing to grow current program offerings. One such current show is BiteSizeTV’s “Hollywood Today Live,” an entertainment variety show that will air in two-thirds of Media General markets, as well as Fox TV’s New York, Los Angeles and Chicago markets, starting Sept. 14.

Optican’s previous positions include positions at MGM Worldwide Television Group; vice president, current programming for Fox Broadcasting Company; senior vice president, original programming at SYFY Channel; and senior vice president, head of scripted programming for Freemantle North America. He also formed his own media consultancy and production company focused on content creation across TV, digital and OTT platforms.

Based in Los Angeles, Optican will report to Deb McDermott, senior vice president and chief operating officer of Media General.