Nexstar Media Group (NXST) investor relations material

Strategic priorities and M&A outlook

• Closing the pending TEGNA acquisition is the top priority for 2026, with significant due diligence and regulatory work underway.

• Cross-platform asset sales and network deals are generating new revenue streams and ad support.

• Ongoing negotiations for multiple distribution deals with MVPDs are expected to be completed by year-end.

• Interest remains in follow-on M&A, especially in local media and adjacent businesses, provided deals are actionable and accretive.

• Focus is on maximizing share of wallet in both TV and digital advertising markets.

Regulatory and political environment

• The FCC moved quickly to put the TEGNA transaction on public notice, with the public comment phase running through January.

• DOJ is actively engaged, with meetings scheduled and compliance with the second request letter expected by mid-first quarter.

• Political support for deregulation is strong, with bipartisan Senate backing for eliminating ownership caps.

• The regulatory process is expected to move swiftly before the midterm elections, leveraging current political alignment.

• No material divestitures are anticipated; any required would be immaterial to the deal's value.

Financial benefits and leverage

• $300 million in EBITDA synergies expected, with 45% from net retrans and 55% from operating expense synergies, mostly realized within 12 months post-close.

• Major cost savings from corporate overhead, back-office consolidation, and overlapping market efficiencies.

• Pro forma leverage expected to rise to around 4x, with a target to return to pre-deal levels (~3.2x) by 2028.