Nexstar shifts some funds between incremental term loans B and A

By Sara Rosenberg

New York, June 20 – Nexstar Media Group Inc. upsized its seven-year covenant-lite incremental term loan B to $3,065,000,000 from $3.04 billion and downsized its five-year incremental term loan A to $675 million from $700 million, according to sources.

Pricing on the incremental term loan B is Libor plus 275 basis points with a step-down to Libor plus 250 bps at 0.75x inside closing net first-lien leverage, a 0% Libor floor and an original issue discount of 99.5.

The term loan B has 101 soft call protection for six months and a ticking fee of half the spread from days 46 to 90 and the full spread thereafter.

The incremental term loan A is priced at Libor plus 175 bps, subject to a leverage based pricing grid, with a par issue price.

Previously in syndication, the pricing step-down was added to the term loan B and the discount was revised from 99.

Bank of America Merrill Lynch, Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., MUFG, SunTrust Robinson Humphrey Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Citizens Bank, Fifth Third, Goldman Sachs Bank USA, Mizuho, Regions Bank and Capital One are the lead banks on the term loans (Ba3/BB).

Proceeds will be used with $1.12 billion of notes to help fund the acquisition of Tribune Media Co. for $46.50 per share in a cash transaction that is valued at $6.4 billion, including the assumption of Tribune’s outstanding debt.

Tribune shareholders will also be entitled to additional cash consideration of around $0.30 per month if the transaction has not closed by Aug. 31, 2019, pro-rated for partial months and less an adjustment for any dividends declared on or after Sept. 1, 2019.

Closing is expected late in the third quarter, subject to regulatory approvals, approval by Tribune’s shareholders and other customary conditions.

Nexstar is an Irving, Texas-based diversified media company. Tribune is a Chicago-based owner of television and digital properties.

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