A federal judge has blocked Nexstar from integrating Tegna’s operations and ordered the two companies to remain separate until an antitrust trial concludes. If plaintiffs prevail, the court could require Nexstar to unwind the $6.2 billion acquisition that added 65 stations to its holdings. Nexstar said it will appeal the preliminary injunction to the Ninth Circuit.
Chief Judge Troy Nunley of the U.S. District Court for the Eastern District of California in Sacramento issued the injunction after an earlier temporary restraining order, finding plaintiffs had “demonstrated a prima facie case that the merger creates a ‘reasonable probability of anticompetitive effect.'” Under Nunley’s order, Nexstar must continue to operate Tegna’s stations independently while the litigation proceeds.
The deal received unusual public support from former President Trump in February, followed by endorsement from then-FCC Chair Brendan Carr. Federal agencies, including the FCC, approved the acquisition and Nexstar closed the transaction soon after regulatory clearance, prompting lawsuits from eight Democratic state attorneys general and satellite provider DirecTV.
State attorneys general contend the takeover concentrates too much local-TV power in a single company, weakening competition in local news markets. DirecTV’s lawsuit focuses on retransmission fees—charges broadcasters demand from pay-TV and streaming distributors to carry local station feeds—arguing Nexstar could leverage a larger station roster to extract higher fees. Nexstar rejects those claims, noting it owns roughly 15% of U.S. local television stations.
With Tegna included, Nexstar now controls about 265 stations across 44 states and the District of Columbia, a footprint plaintiffs say reaches roughly 80% of U.S. households. Regulators cleared the deal with limited conditions, including a requirement to sell six stations within two years and waivers allowing Nexstar to acquire stations in more than 30 markets where it already operated, such as Columbus, Denver and Des Moines.
Plaintiffs also point to Nexstar’s investor promise that the transaction would produce about $300 million in annual “synergies,” savings often achieved by consolidating operations. Journalists at former Tegna stations have told NPR on background they expect layoffs in markets where Nexstar now owns multiple “big four” affiliates. After prior acquisitions, including Tribune Media, Nexstar consolidated some newsrooms.
Nunley flagged the risk that Nexstar could withhold popular programming—citing NFL games as an example—to gain bargaining leverage with distributors like DirecTV. He expressed skepticism that integration would inherently improve local journalism, observing that more newscasts do not guarantee better reporting. Nunley also emphasized that FCC approval does not preclude federal court antitrust enforcement, quoting precedent that the FCC “was ‘not given the power to decide antitrust issues.'” He warned that integration steps could make future divestitures harder and could “eliminate competition and result in newsroom layoffs and shutdowns.”
California Attorney General Rob Bonta, one of the plaintiffs, called the ruling a victory and labeled the merger “illegal, plain and simple,” pledging continued action on behalf of consumers, workers and local news. FCC Commissioner Anna Gomez, the panel’s lone Democrat, criticized the approval process, accusing agencies of using what she termed a “Billionaire Buddy Bypass” to grant expedited, closed-door approvals.
Legal analysts say the trial will hinge on whether DirecTV and the states can prove Nexstar’s enlarged footprint allows it to raise prices or otherwise harm competition. Antitrust lawyer Beau Buffier, formerly with the New York attorney general’s office, said Nunley’s rulings indicate plaintiffs have a strong chance at trial. He noted that a settlement with DirecTV would not eliminate similar concerns from cable and streaming providers, and that satisfying state attorneys general likely would require substantial divestitures. Those divestitures would undercut the deal’s economics and planned synergies, giving Nexstar an incentive to fight the litigation rather than agree to major station sales.