Nexstar Broadcasting Group, Inc. (NASDAQ: NXST) (the “Company”) announced today that its wholly-owned subsidiary, Nexstar Broadcasting, Inc. (“Nexstar Broadcasting”), has commenced a cash tender offer and consent solicitation with respect to Nexstar Broadcasting’s outstanding $3,912,000 aggregate principal amount of 7% Senior Subordinated Notes due 2014 (the “2014 Notes”) and $112,593,449 aggregate principal amount of 7% Senior Subordinated PIK Notes due 2014 (the “2014 PIK Notes” and, together with the 2014 Notes, the “Existing Notes”). The tender offer and consent solicitation is being made subject to the terms and conditions set forth in an Offer to Purchase and Consent Solicitation Statement and a related Letter of Instructions, each dated as of October 24, 2012, which more fully sets forth the terms and conditions of the tender offer and consent solicitation. The tender offer and consent solicitation will expire at Midnight, New York City time, on November 21, 2012, unless extended or earlier terminated by Nexstar Broadcasting (the “Expiration Time”).
Holders who validly tender (and do not validly withdraw) their Existing Notes on or prior to the consent payment deadline of 5:00 p.m., New York City time, on November 6, 2012 (the “Consent Payment Deadline”), and whose Existing Notes are accepted for payment, will receive total consideration equal to $1,003.00 per $1,000 principal amount of the Existing Notes (the “Total Consideration”), plus any accrued and unpaid interest on the Existing Notes up to, but not including, the first settlement date. The Total Consideration includes a consent payment of $10.00 per $1,000 principal amount of the Existing Notes.
Holders who validly tender (and do not validly withdraw) their Existing Notes after the Consent Payment Deadline, but on or prior to the Expiration Time, and whose Existing Notes are accepted for payment, will receive the tender consideration equal to $993.00 per $1,000 principal amount of the Existing Notes (the “Tender Consideration”), plus any accrued and unpaid interest on the Existing Notes up to, but not including, the final settlement date. Holders of Existing Notes who tender after the Consent Payment Deadline will not receive a consent payment.
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