A federal judge has ordered a pause on Nexstar’s takeover of Tegna, requiring the newly combined companies to operate separately until an antitrust trial is resolved. If Nexstar loses at trial, the court could force it to unwind the $6.2 billion acquisition that added 65 stations to Nexstar’s portfolio. Nexstar said Friday it will appeal the ruling to the Ninth Circuit Court of Appeals.
Chief Judge Troy Nunley of the U.S. District Court for the Eastern District of California in Sacramento issued the preliminary injunction after earlier imposing a temporary restraining order. Nunley said plaintiffs have “demonstrated a prima facie case that the merger creates a ‘reasonable probability of anticompetitive effect.’” Under his order, Nexstar must continue to run Tegna’s stations separately until the lawsuit is decided.
President Trump publicly endorsed the merger in February — an unusual intervention — and FCC Chair Brendan Carr expressed support hours later. The Trump administration’s agencies, including the FCC, approved the deal, and Nexstar closed the transaction hours after receiving regulatory clearance. That prompted swift lawsuits from eight Democratic state attorneys general and satellite provider DirecTV.
The state attorneys general argue the takeover concentrates too much local-TV power in a single company, especially over local news. DirecTV’s complaint centers on retransmission fees: broadcasters charge pay-TV providers to carry local station feeds, and DirecTV warns Nexstar could use its expanded station base to gain leverage and raise prices. Nexstar counters that it owns only about 15% of U.S. local television stations and disputes claims it will have anticompetitive leverage.
With Tegna, Nexstar controls roughly 265 stations in 44 states and the District of Columbia, reaching about 80% of U.S. households — unprecedented figures, plaintiffs say. Regulators approved the deal with limited conditions, including the sale of six stations over two years, and granted waivers allowing Nexstar to acquire stations in more than 30 markets where it already operated, including Columbus, Denver and Des Moines.
Plaintiffs also point to Nexstar’s promise to investors that the deal will produce $300 million in annual “synergies,” savings that often result from consolidating operations. Journalists at several former Tegna stations have told NPR they expect widespread layoffs in markets where Nexstar now owns at least two “big four” network affiliates; they spoke on background citing job fears. After prior acquisitions, such as Tribune Media, Nexstar merged newsrooms in some markets.
Nunley emphasized the risk Nexstar could withhold desirable programming, like NFL games, from providers such as DirecTV to increase bargaining power. He was skeptical of Nexstar’s argument that integration would improve local news quality, noting that increased newscast volume does not necessarily mean better journalism. Quoting precedent, Nunley wrote that the FCC “was ‘not given the power to decide antitrust issues’ and FCC action ‘was not intended to prevent enforcement of the antitrust laws in federal courts.’” He added that integration steps could make divestiture harder and “eliminate competition and result in newsroom layoffs and shutdowns.”
California Attorney General Rob Bonta, among the plaintiffs, hailed the ruling as a victory, calling the merger “illegal, plain and simple” and pledging continued action “for consumers, for workers, for affordability, and for our local news.” FCC Commissioner Anna Gomez, the panel’s lone Democrat, criticized the approval process, saying the agencies had used what she called a “Billionaire Buddy Bypass” to grant expedited, closed-door approvals to allies of the administration.
Legal analysts say the case will turn on whether DirecTV and the states can prove the deal enables Nexstar to raise prices or otherwise harm competition. Beau Buffier, an antitrust lawyer who formerly worked for New York Attorney General Letitia James, said Nunley’s rulings suggest the plaintiffs have a strong chance of success at trial. Buffier noted that even if Nexstar settled with DirecTV, that wouldn’t resolve similar concerns from cable and streaming providers who also pay to carry local stations. Satisfying state attorneys general would likely require substantial divestitures, which would undercut the economics and anticipated synergies of the deal. That reality gives Nexstar an incentive to fight the litigation rather than agree to major station divestitures, Buffier said.