Nexstar Expects Trial Path in TEGNA Litigation in Q2 2026, Sees Settlement Possible

Outlook for an out-of-court settlement or expedited resolution of the TEGNA merger litigation (time and cost implications)

1) Confidence in the legal position, but no strong lean toward settlement

Management’s view is that Nexstar is “supremely confident in our legal position” and expects to prevail when applying the law to the facts. ¹ This confidence is paired with an acknowledgement that “anything could be possible” and that an out-of-court settlement is possible, but Nexstar does not show a “particular lean at this point.” ¹

Implication: The posture described in the excerpts suggests a litigation strategy that prioritizes merits and defense readiness rather than actively driving for a faster negotiated resolution. ¹

2) Time outlook: expedited appellate activity exists, but a merits trial is still scheduled

Even while maintaining confidence, the timeline in the excerpts shows a mixed picture:

• Nexstar filed for expedited appellate review in the Ninth Circuit on May 20, 2026, with oral arguments anticipated in Q4 2026 and a goal to narrow the scope of a preliminary injunction. ²
• In the D.C. Circuit, challenges to the Media Bureau’s order approving the acquisition were rejected on July 9, 2026. ²
• A bench trial on the merits is currently scheduled for July 6, 2027 in the U.S. District Court for the Eastern District of California. ²

Management also referenced the case timeline and noted that if conditions change it could revisit leverage assumptions tied to synergies, underscoring that the resolution path is still treated as proceeding through the courts to a meaningful extent. ³

Implication: An out-of-court settlement is possible, but the publicly stated posture in the excerpts indicates that Nexstar is still preparing for a through-trial outcome on the plaintiffs’ antitrust claims. ²¹

3) Cost outlook: near-term pressure is tempered by deal closure, but legal/professional costs remain a factor

Reduced “deal pressure” vs. other defendants

Nexstar indicates it is not under the same pressures as parties that face “drop-dead dates or ticking fees,” because it has already closed the acquisition. ⁴ This is important for settlement economics because the urgency to resolve often declines after consummation.

Ongoing legal and professional expense is explicitly recognized

In the company’s results commentary, management attributes higher corporate expenses largely to acquisition-related items, including “legal and other professional fees associated with the TEGNA transaction” and “increased legal fees at Nexstar.” ⁵ Management also states it is projecting slightly higher full-year performance assumptions to reflect increased legal fees. ⁶

Real-time effects: trial and injunction management

The excerpts explicitly connect the need for legal process to the integration timeline—Nexstar says it has not been able to fully integrate stations yet, while still receiving financial benefits (cash flow to pay down debt). ¹ That means continued litigation can keep certain operational choices constrained even after closure.

Implication: While the financial urgency to settle is mitigated by already-closed status, legal spend appears material enough to influence expense dynamics, and continued litigation also constrains integration/portfolio actions, which creates opportunity cost. ⁴⁵¹

4) Practical settlement prospects: what would likely have to change?

Management provides two settlement-relevant signals:

1. They think they will win on the merits (“extremely confident” / “supremely confident”). ¹
2. They say there is benefit if settlement occurs prior to trial next year, but they are not necessarily operating under the same pressures to do so. ⁴

In other words, the excerpts suggest a settlement would be more likely if one (or more) of the following occurs:

• Nexstar’s expected legal path begins to look less favorable than their current view (i.e., “conditions change,” which management links to revisiting assessments like leverage treatment). ³
• The appellate/injunction posture meaningfully shifts the risk-reward balance (Nexstar is actively pursuing expedited appellate review now, and other challenges have already been rejected in the D.C. Circuit). ²¹
• An agreement better enables portfolio optimization without further delaying other capital allocation (management explicitly wants to “clear the decks” before doing other M&A or station swapping). ¹

Implication: The settlement “window” appears to be driven less by fear of unfavorable outcome and more by the practical desire to reduce uncertainty and free up capital/strategy moves—yet management indicates it currently does not feel compelled to settle. ¹

5) Bottom-line assessment (time & cost implications)

Likelihood of out-of-court settlement / expedited resolution

Based strictly on the tone and statements in the excerpts:

• Out-of-court settlement is possible (“Is it possible…? I suppose so.”). ¹
• But Nexstar signals no strong lean toward settlement and expresses high confidence in its position. ¹
• Meanwhile, a trial remains scheduled for July 6, 2027, meaning an expedited resolution would likely require a change before then. ²

Overall: The balance implied by the excerpt is litigation-through-trial as the base case, with settlement treated as contingent rather than preferred or actively targeted. ¹²

Time implications

• Nexstar is pursuing expedited appellate review now, with a near-term catalyst in expected Q4 2026 oral arguments related to the Ninth Circuit expedited review. ²
• However, absent settlement, merits trial timing points to a substantial probability that resolution extends to 2027. ²

Cost implications

• Nexstar’s “already closed” status reduces certain deal-timing pressures that can make settlements more urgent. ⁴
• Nevertheless, Nexstar acknowledges that legal fees and transaction-related professional expenses are significant enough to be discussed as drivers of increased corporate expense and incorporated into expectations. ⁵⁶
• Continued litigation also appears to delay or constrain integration and other strategic moves, creating opportunity costs even when cash flows are still available. ¹

Overall: The cost profile likely remains manageable for Nexstar relative to parties facing consummation uncertainty, but legal expense and strategic delay remain real—so the main economic incentive for settlement would be uncertainty reduction and clearing the decks, not a fear of losing on the merits. ⁴⁵¹