Eight States Sue to Block $6.2 Billion Nexstar/Tegna Broadcasting Merger

A coalition of eight attorneys general has filed a lawsuit to block the acquisition of Tegna Inc. by Nexstar Media Group, Inc., alleging that the deal creating a media giant governing 80% of U.S. TV homes would result in higher programming costs for consumers and hurt the quality of local news “with the elimination of independent local news and other content.”

The attorneys general of California, New York, Colorado, Illinois, Oregon, North Carolina, Connecticut, and Virginia filed the lawsuit in the U.S. District Court for the Eastern District of California.

The lawsuit claims that the merger violates Section 7 of the Clayton Act, which holds that mergers that substantially lessen competition or tend to create a monopoly are illegal. If the Nexstar/Tegna merger is allowed to proceed, the eight attorneys general claim that local markets will immediately see a lessening of competition.

In a statement, California Attorney General Rob Bonta, who is part of the lawsuit said that “Today, my office has filed a lawsuit to block the proposed merger of broadcasting giants Nexstar and Tegna. This merger would cause incredibly high levels of concentration in local TV markets and is expected to raise cable and satellite prices across the country, causing irreparable harm to local news and consumers who rely on their reporting as a critical source of information. If approved, this multibillion-dollar deal would combine the nation’s largest and third-largest television-station conglomerates, creating a behemoth covering 80% of U.S. television households. This merger is illegal, plain and simple, running contrary to federal antitrust laws that protect consumers. When broadcast media is owned by a handful of companies, we get fewer voices, less competition, and communities lose the critical check on power that local journalism delivers.”

The lawsuit also alleges that the deal would create the largest broadcast station group in the United States, putting more broadcast programming in the hands of fewer people, removing control from the communities they report to, cutting local jobs, and significantly impacting the delivery of news and other media content to Americans nationwide.

A major argument in the complaint is that the combined station group would own two or more of the Big Four (ABC, CBS, Fox and NBC) stations in many markets. That would give the company more market power to demand higher retransmission consent fees, which in turn would raise the price of pay TV services.

In addition, owning multiple local stations would allow the company to combine news operations in local markets, which would allegedly reduce quality, the diversity of local voices. The complaint cited reports detailing layoff in Los Angeles, Chicago, and New York.

“Unless enjoined, the merger likely would have the following effects in the market for the Licensing of Big 4 Retransmission Consent across the nation, among others: A). competition in the Licensing of Big 4 Television Retransmission Consent in each of the Big 4 Overlap DMAs likely would be substantially lessened, raising prices and harming quality, such as with the elimination of independent local news and other content; B). competition between Nexstar and Tegna in the Licensing of Big 4 Television Retransmission Consent in each of the Big 4 Overlap DMAs would be eliminated; and C). the fees charged to MVPDs for the…Licensing of Big 4 Television Retransmission Consent in each of the Big 4 Overlap DMAs, as well as in DMAs beyond the Big 4 Overlap DMAs, would increase.”

Nexstar and Tegna have argued in filing with the FCC against many of these arguments. They have consistently contended that the merger would strengthen their ability to compete against big tech companies that control much of the video market and would bolster their ability to invest in local news.

As previously reported, both President Trump and FCC Chair have backed the merger.

In response to the lawsuit, FCC Commissioner Anna Gomez reiterated her call for this merger review to not be approved under bureaucratic cover but through an open and transparent process that involves a vote of the full Commission with this post on X:

TV Tech has reached out to Nexstar for comment.

A copy of the lawsuit is available here.