The Media General board rejected the offer but agreed to negotiate after concluding that it could do so without violating its $2.4 billion cash-and-stock deal to buy Meredith. That pact “allows the Company to explore a potential transaction and negotiate with a third party making an acquisition proposal,” Media General says this morning.
It adds that there are “no guarantees that these negotiations will result in a transaction with Nexstar.” And, for now at least, the board “continues to recommend the proposed transaction with Meredith.”
Nexstar CEO Perry Sook says he’s “eager to move forward with discussions with Media General.”
Media General directors say that the current offer “significantly undervalues Media General and its prospects.” For example, it “discounts Media General’s standalone growth prospects, ignores the significant asset value embedded in Media General’s excess spectrum that can be monetized via the upcoming Broadcast Auctions, and does not reflect an equitable share of the synergies outlined in the Proposal made by Nextstar.”
Sook says he’s “surprised that Media General’s Board considers the value of our proposal to be inadequate today, however, we are willing to engage with them to hear their perspectives. We believe our proposal will deliver superior, immediate and long-term value to Media General shareholders compared with any alternatives available to the company.”
Nexstar’s offer would create the No. 2 independent station owner with 162 stations in 99 markets.Media General’s agreement with Meredith would turn it into the No. 3 independent TV station owner with 88 outlets in 54 markets, and give it magazines including Better Homes And Gardens, Allrecipes, Parents, Family Circle, and Shape.