“The long-term value being created from our platform building, revenue diversification and capital structure strategies is evident in the economic benefits of this transaction as we expect to generate $100 million in additional net revenue and over $50 million in annual incremental broadcast cash flow beginning in 2014. On a pro forma basis, the transaction is anticipated to add $1 per share in free cash flow with Nexstar’s total pro forma free cash flow expected to rise to over $300 million over the 2014/2015 cycle. This would amount to average pro-forma free cash flow of approximately $5.00 per share per year in the 2014/2015 period.
“In summary, Nexstar’s ongoing operating execution and discipline in managing costs, combined with select accretive station transactions have positioned the Company to achieve record revenue and free cash flow in 2013 and beyond. At the same time, our focus on the capital structure and cost of capital have positioned Nexstar with the financial flexibility to further consolidate mid-sized markets and return capital to shareholders while maintaining a favorable leverage profile, which, pro-forma for the completion of all announced transactions is expected to result in a total leverage ratio of approximately 3.5 times at year-end 2014.”
Secondary Offering of Common Stock by Selling Stockholders
During the first quarter of 2013, selling stockholders, funds affiliated with ABRY Partners, LLC, completed the sale of 3.45 million shares of the Company’s Class A common stock which followed their fourth quarter 2012 sale of 9.2 million shares of the Company’s Class A common stock. Effective May 7, 2013, Nexstar’s Class B common stockholders converted all of the 4.25 million outstanding Class B common stock into an equal number of Class A common stock, of which 3.9 million shares were held by ABRY. During the second quarter of 2013, selling stockholders, funds affiliated with ABRY Partners, LLC, completed the sale of 3.9 million shares of the Company’s Class A common stock and Nexstar concurrently repurchased 365,384 shares, which were used for stock option exercises in the second quarter of 2013. The Company did not sell any shares in the offerings and did not receive any proceeds from the offerings. As a result of these transactions, no Class B common stock is outstanding and ABRY Partners no longer has an ownership interest in Nexstar.