Media General To Engage In Talks With Nexstar, To Recommend Deal With Meredith

(RTTNews) - Media General, Inc. (MEG) said its Board of Directors has unanimously determined to engage in negotiations with Nexstar Broadcasting Group, Inc. (NXST) regarding the non-binding, unsolicited proposal from Nexstar to acquire all outstanding common stock of Media General in cash and stock.

The company's definitive merger agreement with Meredith Corp. (MDP) allows the company to explore a potential transaction and negotiate with a third party making an acquisition proposal.

Media General also informed Nexstar that its Board unanimously rejected the proposal, as currently constructed, as the Board believes it significantly undervalues Media General and its prospects.

Among other matters, the proposal substantially 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.

Media General and its advisors intend to engage in private negotiations with Nexstar and note that there are no guarantees that these negotiations will result in a transaction with Nexstar.

Consistent with the terms of the Meredith Agreement, Media General has provided written notice to Meredith of the Board's determination. Media General had entered into a definitive merger agreement with Meredith under which Media General will acquire all of the outstanding common stock of Meredith in a cash and stock transaction.

The Board of Directors of Media General continues to recommend the proposed transaction with Meredith.