Perry Sook, president and CEO of Nexstar, announced his company’s intention to continue wooing Media General by releasing a long statement going after what he perceives as Meredith’s weaknesses.
“We remain fully committed to acquiring Media General and with the support of its Board of Directors and shareholders expect to consummate a transaction expeditiously,” wrote Sook. “Despite Meredith Corporation’s attempt to recast its proposed combination with Media General as a merger of equals, it is clear that Media General favors a transaction with Nexstar and shares our commitment to seeing it to fruition. As described by Media General in its most recent S-4 filing, Meredith’s proposed no-premium merger of equals transaction is ‘not competitive with Media General’s proposed transaction construct with Nexstar.’”
“While Meredith’s continuing refusal to terminate its agreement is misguided, it will not prevent Nexstar from continuing to pursue its fully negotiated transaction with Media General,” Sook went on to say that Meredith is mistaken if it thinks the FCC would delay his company’s merger with Media General because of the spectrum auction, something Meredith brought up last week.
“In fact, based on inquiry with the Federal Communications Commission (“FCC”), we believe the commission will continue to process applications during the spectrum auction, with the approval in ordinary course allowing for closing of approved transactions upon the FCC’s release of the Auction Results Public Notice or shortly thereafter.”
Sook went on to say Media General’s shareholders are certain to vote against their company’s acquisition of Meredith and he repeated his dim view of Meredith’s publishing business.
“The Meredith proposal would again expose Media General shareholders to the challenged publishing business with approximately 54% of the acquired net EBITDA in the Meredith transaction coming from publishing. We encourage Media General shareholders to continue to voice their opposition to the transaction with Meredith in advance of the special meeting.”