Dish Network temporarily avoided the blackout of 70 stations in 48 markets across the country Thursday, after broadcaster Media General granted it an extension while it tries to hammer out a long-term deal.

Media General stations in markets like San Francisco/Oakland (KRON-MyNetworkTV); Colorado Springs (KXRM-Fox); Portland (KOIN-CBS); Nashville, Tenn. (WKRN-ABC); Norfolk, Va. (WAVY-NBC); and Providence, RI (WPRI-CBS) were set to go dark at 7 p.m. on March 31. In a statement on their station websites, Media General said the stations would remain available to Dish through the extension period. Previously, Media General had said it had given Dish six weeks of extensions but couldn’t work out a deal.

“Media General has granted Dish another short term extension and continues to work hard to reach a deal, so our viewers will not lose access to their favorite news, sports, entertainment, and other local programming,” the company said.

The American Cable Association, Dish network and midsized telecom association ITTA have teamed up to petition the FCC to deny the merger of of Nexstar and Media General unless it imposes tough conditions.

In a filing Friday (March 18), they told the FCC the combo would increase the broadcasters' negotiating leverage, driving up retransmission consent fees to the detriment of consumers and using threats of "massive blackouts" and "after-acquired" clauses that allow a broadcaster to add acquired stations to existing retrans deals, which can trigger higher fees.

"If approved," they said, "this transaction would create a new broadcast ownership conglomerate of unprecedented size and scope, one which will control the highest number of the Big-4 local broadcast stations in the country and have the power to threaten service blackouts to millions of consumers if any pay-TV distributor tries to hold the line on retransmission consent fees, which have risen more than 22,000 percent since 2005."

They want the FCC to nix the deal, but if it doesn't, the say it should impose conditions. At a minimum, they said, those should include submitting to "baseball-style arbitration with interim carriage for any pay-TV operator that requests it when negotiating for retransmission consent." That means no blackouts during arbitration. They said the commission should also "require, as a condition of approval, that Nexstar refrain from exercising its right to have retransmission consent rates under existing MEG agreements reset to  Nexstar rate levels as a result of its after-acquired station clauses with an MVPD until expiration of those agreements by their terms."

In January, Nexstar agreed to buy Media General for $4.6 billion after Meredith withdrew its offer.

ACA and Dish and ITTA are all members of the American Television Alliance, which has been pushing the FCC to reform the retrans regime, arguing broadcasters are abusing the rules to boost their bottom lines.

Cox Communications, embroiled in its own retransmission-consent spat with Nexstar Broadcasting Group, has come out against the station owner’s planned $4.6 billion merger with Media General, claiming the deal would create a behemoth that would force consumers to pay more for content.

Nexstar has warned that its stations in nine Cox markets could go dark on Jan. 29 if a new retrans deal isn’t reached. Among the markets affected is Las Vegas, where Nexstar owns CBS affiliate KLAS-TV. If the stations go dark for an extended period, Cox customers in that area could lose access to Super Bowl 50, scheduled for Feb. 7.

“Cox Communications strongly urges the public to voice its opposition of the merger to the Federal Communications Commission (FCC),” the MSO said in a statement. “Nexstar is demanding Cox Communications customers pay triple the current price for retransmission consent or Nexstar will remove their signal from the Cox Communications lineup on Jan. 29.  Nexstar won't even accept the very same rate that stations they manage agreed to just two weeks ago. As reported in Broadcasting and Cable Magazine, '...Nexstar sees the merger as a way to improve retransmission consent renegotiations... The new Nexstar Media Group’s 171 full power broadcast stations will be the most of any television group in the nation.' Nexstar should not be allowed to become a larger company, which would force more cable TV/satellite companies, and ultimately customers. to pay higher fees for retransmission consent. This merger is bad for business, bad for consumers and is not in the public interest.”

Cox urged customers to contact the FCC at https://www.fcc.gov/about/contact.

Shortly after Nexstar Broadcasting Group said it had reached an agreement with Media General to acquire the broadcaster in a cash and stock deal valued at $4.7 billion, Media General’s former suitor – Meredith Corp. – upped the ante by sweetening its offer for the company to more than $20 per share.

The potential bidding war sent Media General shares up about 4% (70 cents per share) to $16.37 each in early trading Thursday. Nexstar shares were down 5.4% ($3.07 each) to $53.83 and Meredith shares fell 1.7% (71 cents each) to $40.75 per share.

In a statement Thursday, Media General and Nexstar said they had agreed to a deal that will give Media General shareholders $10.55 per share in cash and 0.1249 shares of Nexstar stock for every Media General share they own. Media General shareholders also are expected to receive cash consideration from the upcoming Federal Communications Commission spectrum auction, boosting the total value of the deal to $17.66 per share. But that deal was contingent on Media General canceling its agreement to buy Meredith Corp. for $2.4 billion in cash and stock.

In a statement Nexstar chairman and CEO Perry Sook said the combination would be a “transformational event that enables both companies’ shareholders to participate in the near- and long-term upside of a pure-play broadcasting company with expanded audience reach, a more diversified portfolio and a significantly stronger financial profile, led by a proven broadcast and digital media management team.”

Nexstar also noted that it intends to divest the TV stations necessary to obtain FCC regulatory approval of the proposed transaction.

Not to be outdone, Meredith countered with an offer that includes $3.90 per share in cash (a total of $510 million); an even exchange of one share of Meredith stock for every Media General share (a pro-forma equity value of $14.94 per share) and a contingent value right for cash proceeds resulting from the upcoming Federal Communications Commission spectrum auctions that could be worth as much as $4.29 per share after taxes.

Media General shareholders would own 50.2% and Meredith shareholders, who would receive 2.8244 shares of Meredith Media General for each share of Meredith, would own 49.8% of the combined Meredith Media General.  Meredith shareholders would receive $14.95 per Meredith share in cash at closing for total cash proceeds of approximately $685 million.

"We're confident that the combination of Meredith and Media General will generate superior value over both the near- and long-term, particularly when compared to the unsolicited offer Nexstar Broadcasting Group has made for Media General," said Meredith Chairman and CEO Stephen Lacy in a statement.  "Given the compelling and superior value inherent in this proposal, we ask that the Media General Board of Directors re-enter serious negotiations around the Merger of Equals structure and its merits." 

Media General had agreed in September to buy Meredith in a deal valued at $2.4 billion. While that deal would have boosted the combined companies’ reach to 88 broadcast stations across the country, some critics of the deal said Meredith’s publishing assets – including Parents, Family Circle and Better Homes & Garden magazines – would be a drag on results.

Nexstar made its first counter offer just a few weeks later, proposing a $4.1 billion stock and cash offer for the company.

A Nexstar pairing with Media General wouldn’t be without problems either. The combined company would be a stronger No. 2 broadcast group with about 162 stations across the country – second only to Sinclair Broadcasting Group’s 164 stations, but would  most likely have to divest some stations to receive FCC approval of the deal. Nexstar has said it is willing to do that.  

The second wave of TV station consolidation went into full swing Monday with Nexstar Broadcast Group's $4.1 billion unsolicited offer to purchase Media General. The deal comes weeks after Media General agreed to purchase Meredith in a $2.4 billion deal.

The  Nexstar combination would create a 162-station powerhouse second only to Sinclair Broadcasting Group.

The Nexstar offer, which the broadcaster decided to make public after months of rejection from Media General, is for $14.50 per share in cash and stock, a 30% premium to Media General's Friday closing price.

“The transaction we are proposing would be a transformational event for both Nexstar and Media General shareholders and would deliver superior, immediate and long-term value to Media General’s shareholders compared with Media General’s proposed acquisition of Meredith," Perry Sook, Chairman, President and CEO of Nexstar, said in a statement.

“Our proposal provides a significant premium to Media General’s shareholders, including a cash component nearly equal to Media General’s current share price. Our proposal would also enable Nexstar and Media General shareholders to participate in the near- and long-term upside of a pure-play broadcasting company with expanded audience reach, a more diversified portfolio, and a significantly stronger financial profile, including substantial free cash flow per share, led by a proven broadcast and digital media management team. Nexstar is already growing rapidly as a result of our organic and M&A initiatives, but a combined Nexstar/Media General would be even better positioned for long-term success in a dynamic and consolidating market and certainly better positioned to deliver shareholder value than a combined Media General/Meredith.

“Given the compelling strategic and financial value of a combination, it is illogical that Media General’s Board has refused to engage with us and has instead pursued an ill-conceived and value-destructive acquisition of Meredith that would once again expose Media General shareholders to the risks of the low-margin publishing business. We believe our offer is compelling and provides a value-building path forward for both Media General and Nexstar shareholders. We look forward to engaging in dialog with the financial community regarding the superior merits of our proposed transaction.”

BofA Merrill Lynch is acting as financial advisor and Kirkland & Ellis LLP is acting as legal counsel to Nexstar in connection with the proposed transaction.

In a statement, Media General said its board of directors would "carefully review and consider the proposal to determine the course of action that it believes is in the best interests of the company."  Media General said it would have no further comment until the review is completed.

Station consolidation has been on the upswing lately with Media General's Meredith deal and Gray TV's agreement to buy Schurz Communications for $442.5 million. Stations are becoming more and more attractive given the pending broadcast spectrum auctions slated for early next year.

Nexstar’s letter to the Media General Board is below:

September 28, 2015
Sent VIA Email and FedEx 

Mr. J. Stewart Bryan III, Chairman
Mr. Vincent L. Sadusky, President and Chief Executive Officer
Media General, Inc.
333 East Franklin Street
Richmond, VA 23219

Dear Stewart and Vince,

We have been attempting for many months to enter into substantive negotiations with you regarding a combination of Media General, Inc. (“Media General”) and Nexstar Broadcasting Group, Inc. (“Nexstar”). Our Board strongly believes that a merger of Media General and Nexstar would be strategically and financially compelling for both of our companies and shareholders. The combined company’s significantly expanded audience reach and portfolio diversification would be highly attractive to programmers and advertisers alike, and its enhanced operating and financial scale would position it for near- and long-term success in an environment of ongoing industry consolidation. Pro-forma for synergies, the combination would generate in excess of $450 million of annual free cash flow (averaged over two year cycles), which would be allocated for continued investment in the business and for deleveraging and other initiatives that enhance long-term shareholder returns. 

Given this compelling rationale, we were surprised that, just two weeks after you summarily rejected our August 10th private proposal for Nexstar to acquire Media General at a substantial premium – without any discussion with us – you announced a value-destructive agreement to acquire Meredith Corporation, including the proposed issuance of 54% of Media General’s shares at market price. We strongly believe a combination of Media General and Nexstar is far more compelling strategically and financially than your planned acquisition of Meredith. The ill-conceived Meredith transaction, which caused an immediate drop in Media General’s stock price and criticism from a number of your investors and analysts, exposes Media General once again to the publishing business and creates a pro-forma EBITDA mix with significant exposure to publishing. Were you to engage with us, we believe you could deliver significantly more value to your shareholders.

Accordingly, we are submitting this proposal for Nexstar to acquire Media General for $10.50 per share in cash and a fixed exchange ratio of 0.0898 Nexstar shares per Media General share, for an aggregate current value of $14.50 per share, or a total transaction value of $4.1 billion, including assumption of Media General’s debt. This proposal would deliver a premium of 30% over Media General’s closing stock price on September 25. It also represents an enterprise value multiple of approximately 9.1x Media General’s projected blended 2015/2016 EBITDA based upon analysts’ consensus estimates, which compares favorably with both precedent transactions and trading multiples in the broadcast sector.

Our proposal’s cash consideration alone is nearly equal to Media General’s current share price, which de-risks Media General shareholders’ investment. At the same time, your shareholders would own approximately 26% of the combined company, thereby providing substantial ongoing participation in a well-positioned pure-play broadcasting company led by a management team with a strong long-term record of shareholder value-creation.

We believe our proposal is a superior transaction in all respects to your proposed acquisition of Meredith. Your shareholders should be aware of the compelling value represented by our proposal, which would be lost if the Meredith-Media General transaction is consummated.

Combination of Media General and Nexstar Is Far Superior to the Ill-Conceived Acquisition of Meredith.

Based on the stated rationale and benefits associated with the Meredith merger, you clearly believe in the logic of broadcast consolidation and that the value of Media General’s assets can be better realized under different management. We agree and believe that a combination of Nexstar and Media General would create a combined entity with enhanced scale and geographic diversity to compete effectively in a consolidating and dynamic market while offering shareholders the prospects for superior returns compared to a combination of Media General and Meredith:

Category

Stations

Media General/Nextar Combination: 162

Media General/Meredith Combination: 54

Markets

Media General/Nextar Combination: 99

Media General/Meredith Combination: 54

US Total Household Reach

Media General/Nextar Combination: 39%

Media General/Meredith Combination: 30%

Affiliate Position

Media General/Nextar Combination: #2 Owner of Major Network Affiliates

Media General/Meredith Combination: #3 Owner of Major Network Affiliates

Business Mix

Media General/Nextar Combination: Pure-play broadcast operator

Media General/Meredith Combination: #3 Owner of Major Network Affiliates

Market Overlap

Media General/Nextar Combination: 7 markets (only 3 in top 100)

Media General/Meredith Combination: 6 markets (5 in top 100 including 3 top-30 markets)

Broadcast-Only EBITDA (post divestitures)1

Media General/Nextar Combination: $8422

Media General/Meredith Combination: $6153

Total Synergies

Media General/Nextar Combination: $75 in year one

Media General/Meredith Combination: $60 in year one

 Note: Dollars in millions.
1Broadcast-only EBITDA would be 37% larger in a Media General/Nexstar transaction than in a Media General/Meredith transaction.
2Includes $75 million of synergies and assumes the divestiture of $30 million of EBITDA.
3Represents $453 million and $187 million of EBITDA attributable to Media General and Meredith Broadcasting, respectively, less the divestiture of $70 million of EBITDA attributable to Broadcasting plus assumed $45  million of Broadcast synergies net of divestitures.

Greater Scale and Diversity, More Stations, Larger Number of Markets, Greater U.S. Household Reach. Together, Nexstar/Media General would be the #2 owner of major network affiliates and a pure-play broadcast operator that owns, operates, programs or provides sales and other services to 162 stations in 99 markets, reaching 39% of all U.S. television households. We would be an enhanced retransmission partner, have available potential additional spectrum for upcoming auctions and deliver greater opportunities for disciplined expansion in digital media and other complementary operating areas. In addition, we would be able to deliver more quality local programming and content for our collective broadcast and digital operations.

The Media General/Meredith Transaction Requires Significantly Greater Divestitures.Overlapping markets in the Meredith transaction include top-ranked DMAs including Portland, OR (#23), Nashville, TN (#29) and Hartford-New Haven, CT (#30), which are expected to be divested as a regulatory condition to complete that combination. We believe a Media General/Nexstar combination is far more complementary; while it would require a similar number of divested stations, they would be in significantly smaller markets and result in substantially less revenue and EBITDA leakage. Based on our estimates, the combined Media General/Meredith would be required to divest approximately 37% of the acquired Broadcast EBITDA, compared to only 7% in the case of a Nexstar/Media General combination. 

Over Half of the Net Acquired Meredith EBITDA Would Come from Publishing. Following the anticipated required divestitures, which we estimate would reduce broadcast-related EBITDA by $70 million, approximately 54% of the acquired net EBITDA in the Meredith transaction would be derived from publishing, a business you recently divested. Based on a blended EBITDA purchase multiple of 9.5x for Meredith as a whole, and an assumed publishing multiple of 6.5x, we estimate that Media General is acquiring Meredith’s net broadcast EBITDA at approximately 13x, well above precedent transactions. In addition, there would be tax leakage associated with the required sales of overlapping stations, which we have not factored into our analysis. Given these facts, we question the cash flow accretion you have projected. Taking into consideration these factors, a pure-play broadcast Media General/Nexstar combination would be 37% larger than a Media General/Meredith combination from a broadcast-only EBITDA standpoint.

Media General’s Stock Price Movement and Comments from the Financial Community Suggest Discontent with the Media General/Meredith Combination. In the week following your announcement on September 8, Media General’s stock traded down significantly and only began recovering following a Wells Fargo research report on September 14 that indicated investors are unhappy with the proposed transaction and that Nexstar could make a counter bid: 

“Investors...seem both confused and disappointed.According to our conversations, they feel that MEG should not be re-entering the publishing space, that the price for MDP is too high, and that the timing is just “strange.” It sounds to us like top holders of MEG (and some of MDP) are planning to vote this deal down in the hope that another co. comes in to bid (most peg NXST).”

We Expect Shareholders to Prefer Our Transaction. We have heard from many of your shareholders that they are displeased with the Meredith transaction, and we are confident that our proposed transaction would be enthusiastically welcomed by your shareholders. It provides your shareholders with a substantial premium, certain and immediate cash value, and continued participation in the ongoing strategic and financial benefits of a combination with Nexstar, including anticipated year one synergies of $75 million. Our proposal is unquestionably a more favorable alternative for your shareholders than the proposed Media General-Meredith transaction. 

The Nexstar Management Team Is Better Positioned to Lead a Broadcasting Company.Nexstar’s management team has achieved excellent results on behalf of our shareholders in the 12 years since Nexstar’s IPO and clearly highlight our management’s unwavering commitment to the creation of shareholder value. We have a sustained record of profitable digital media initiatives, unrivalled broadcast industry experience, a strong record of integrating acquired assets and extracting the value and synergies highlighted at the time transactions were announced, an industry-leading position with respect to MVPD and network relationships, and a notable record of creating award-winning programming and content in the markets where we operate. Importantly, our team is committed to the Media General combination and will “own” the results and synergies. This is in sharp contrast to the Meredith transaction where the Media General management team is “handing over the keys” to the Meredith management team.

Given all of the above, we believe our proposal constitutes or would reasonably be expected to lead to a “Montage Superior Offer”, as defined in your existing merger agreement with Meredith. As you know, by receiving our “Montage Superior Offer”, Section 6.11(b) of that merger agreement expressly permits the Media General Board to provide us with confidential information and negotiate with us regarding our proposal. To meet its fiduciary duties, we believe your Board is required to do so. A continued refusal to engage with us is contrary to your Board’s obligation to act in the best interest of your shareholders.

We intend to fund the cash consideration (and any required debt refinancing) by accessing the public debt markets. We have a proven record of raising capital to fund strategic growth initiatives and have received a Highly Confident Letter from BofA Merrill Lynch, confirming our ability to secure the required financing. Accordingly, a definitive agreement between us would not contain any financing condition, and we are prepared to provide you with full financing commitment papers. 

We are prepared to enter into a merger agreement with you that provides your shareholders with a degree of closing certainty consistent with that provided in your existing merger agreement with Meredith. We believe the regulatory requirements presented by a combination of our companies would be straightforward, and we would intend to address them through commitments consistent with those in your existing merger agreement. This letter is a non-binding, preliminary proposal, which is subject to the execution and delivery of mutually acceptable definitive agreements, termination of your transaction with Meredith and the satisfaction of customary closing conditions.

We are very excited about the prospect of a combination between our two great companies and the completion of a successful transaction that will benefit the shareholders of both companies. Since 2011, including pending transactions, Nexstar has acquired 64 television stations and four digital businesses -- all in accretive transactions. Nexstar’s record of effectively integrating and extracting synergies from acquired stations and assets has consistently met or exceeded our goals and expectations. We believe that our long-term acquisition strategies and operating discipline, combined with the prudent management of our capital structure, is a proven formula for sustained long-term growth and shareholder value appreciation. From 2006 through 2014, we have grown Nexstar’s free cash flow at a compound annual growth rate of approximately 25%. Accordingly, we are highly confident that a Nexstar-Media General combination would deliver significant value to our respective shareholders and provide a clear and transparent path toward creating a stronger company, well-positioned to achieve sustainable, long-term growth.

We have retained BofA Merrill Lynch as our financial advisor and Kirkland & Ellis as our legal advisor, and we are prepared to engage with you and your advisors immediately. Our Board has reviewed our proposal and unanimously approves of this transaction. With access to due diligence, we anticipate being able to prepare and execute a definitive merger agreement within 20 days. We urge you to listen to your shareholders and look forward to hearing from you promptly. 

Sincerely,

Perry A. Sook
Chairman, President and Chief Executive Officer
Nexstar Broadcasting Group, Inc. 

Broadcaster Gray TV said it has reached a deal to acquire the TV and radio assets of Schurz Communications in a deal valued at about $442.5 million. The transaction comes on the heels of Media General’s $2.4 billion agreement to acquire Meredith Corp.

The deal is the latest in what could be a new push for consolidation in the broadcast market. Gray TV has about 76 stations in 45 markets in the South, Southwest, Midwest and West. With the addition of Schurz, Gray will grow to about 86 stations in 49 markets in 28 states, adding properties in Wichita, Kans., (KWCH-TV, CBS); Roanoke-Lynchburg, Va., (WDBJ-TV, CBS); Springfield, Mo., (KYTV, NBC); South Bend Ind. (WSBT, CBS); Rapid City, S.D., (KOTA, ABC); and Anchorage, Ak., (KTUU, NBC). WDBJ in Roanoke-Lynchburg, Va., is where two journalists – Alison Parker and Adam Ward – were murdered on air by a former employee in August.

The sale comes as some analysts believe that a new consolidation wave could sweep the broadcast business, as stations look to increase their leverage with content providers.

In a statement Gray said it would divest two stations – KAKE-TV in Wichita, WNDU in South Bend – to comply with Federal Communications Commission regulations. In addition, Gray said it would combine its existing operations in Georgia and South Dakota with Schurz’ stations in those markets. It plans to offer Schurz’s Augusta, Ga., station WAGTV in the upcoming FCC spectrum auction.   

"Today is a momentous day in Gray's 118-year history," said Gray CEO Hilton H. Howell, Jr., in a statement. "Through the Schurz transaction, we will significantly expand the quality of our portfolio of leading television stations. We welcome more dedicated reporters, account executives, and technologists to our growing family. Quite simply, Gray's existing stations will make the Schurz stations stronger, while the Schurz stations will make our existing stations better."

Schurz, based in Mishawaka, Ind., owns TV and radio stations, newspapers and four cable systems in Arizona, Florida and Maryland with about 90,000 subscribers.  Gray said Schurz’s non-broadcast assets would not be included in the sale. The company was created in 1872 when Alfred B. Miller and Elmer Crockett founded the South Bend Tribune, and their descendants still own the firm today.

"In a rapidly consolidating industry where size and scale matter more than ever before, we have come to the realization that Gray Television would be the best steward to ensure our stations succeed over the long-term," explained Todd Schurz, President and CEO of Schurz. "Gray knows how to operate top stations in small and medium-sized markets, and they have an entrepreneurial and decentralized culture," he continued. "Moreover, Gray shares our commitment to local communities, staffs, journalistic ideals, and the broadcasting industry. Being part of a larger company with these important credentials will create more opportunities for employees and the communities that we all love."

TV station mergers & acquisitions volume fell to $7.3 billion in 2014, according to research house SNL Kagan, short of the $11.4 billion recorded in 2013 as consolidation in the sector slowed.

 According to Kagan, five large TV stations mergers worth between $684 million and $2.7 billion were tallied in 2013, but only two such deals – the largest being Media General’s $2.5 billion purchase of LIN Media – were recorded in 2014. Kagan blamed the consolidation slowdown partly on increased Federal Communications Commission regulations regarding broadcast ownership.

Overall, 145 full-power TV stations changed hands, bringing the average price per station to $49.1 million, compared to 286 full-power TV station sales for $38.9 million average in 2013, Kagan said. The average forward seller’s broadcast cash flow multiple for TV stations remained steady at 8.1 times (8.2 times in 2013).

Total broadcast M&A volume reached $8.7 billion for the year, according to Kagan, mainly fueled by a big increase (48%) in radio station deal volume. In total, 258 AM and 501 FM stations were sold, vs. 219 AM and 419 FM stations in 2013. The average price for an FM station rose from $2.0 million in 2013 to $2.5 million in 2014; average prices for AM stations rose slightly from $0.76 million to $0.86 million.

Media General, Inc. and LIN Media shareholders gave the thumbs up to their pending $1.6 billion merger in separately held meetings Monday.

Media General and LIN announced their deal in March. After certain divestitures, the combined company will own or operate 71 TV stations in 48 markets across the country, reaching 27.6 million or 24% of U.S. television households. The deal still needs approval from the Federal Communications Commission.

After the closing, expected early next year, the combined company will keep the Media General name and will be led by LIN Media CEO Vincent Sandusky. Media General chairman J. Stewart Bryan III will continue to serve in that role. Additional board members will include Diana F. Cantor, Royal W. Carson III, H.C. Charles Diao, Dennis J. FitzSimons, Soohyung Kim, Douglas W. McCormick, John R. Muse, Wyndham Robertson and Thomas J. Sullivan. Four of the directors were designated from LIN Media and seven from Media General.

“Today’s votes were an important milestone that brings us one step closer to finalizing the merger,” Bryan said in a statement. “We are pleased by the support of our shareholders, which confirms our confidence in the significant value that this business combination will create for our investors.”

The LIN deal was one of several in the broadcast space over the past several months. Some analysts have speculated that the deal could help spark a second wave of consolidation in the sector, as smaller station groups look to bulk up to compete.

“This announcement is an important step on the critical path to ensuring the company is prepared to hit the ground running once we receive the necessary regulatory approvals,” Sandusky said in a statement. “After the merger is complete, we will have one of the strongest leadership teams in the industry. Their expertise and dedication gives me even more confidence that we will deliver on our promise to build a stronger, more efficient company that will compete effectively in the rapidly evolving media landscape.”

In what has become  a rarity in recent retransmission  consent negotiations, Mediacom Communications said Monday that it has reached retransmission consent agreements with two broadcast station groups without having to endure a blackout period.

In a terse statement, Mediacom said it reached deals with LIN Television and Vaughan Media. Terms of the deals were not disclosed.

The relative congeniality of the deals is a departure from 2011, when Mediacom endured a 6-week blackout of LIN stations, mainly because the two could not agree over price.   LIN owns about 43 television stations and seven digital channels in 23 markets – nine TV stations in Mediacom territory – and in March it agreed to be acquired by Media General in a deal valued at about $1.6 billion. Last month LIN agreed to divest stations in five markets to help expedite the merger, including stations included in this retrans deal – WJCL, WALA, WLUJ/WCWF and WTGS.

According to Mediacom, the LIN stations in the deal are: WALA (FOX) and WFNA (The CW) in Mobile, Ala./Pensacola, Fla.; WTHI (FOX and CBS) in Terre Haute, Ind.; WANE (CBS) in Fort Wayne, Ind.; WAVY (NBC) and WVBT (FOX) in Norfolk, Va.; WLUK (FOX) and WCWF (The CW) in Green Bay, Wis.; WOOD (NBC), WOTV (ABC) and WXSP (MyNetworkTV) in Grand Rapids, Mich.; KIMT (CBS and MyNetworkTV) in Rochester, Min./Mason City, Iowa; KSNT (NBC) and KTMJ (FOX) in Topeka, Kans.; KSNW (NBC) in Wichita, Kans.; WIAT (CBS) in Birmingham, Ala.; and WJCL in Savannah, Ga.

The Vaughan Media stations are KTKA (ABC and The CW) in Topeka, Kans. And WTGS (ABC) in Savannah, Ga.

Broadcast station M&A rose 30% in the first quarter, with total transactions valued at $3.33 billion in the first quarter, according to SNL Kagan.

The first quarter tally was driven by Media General’s plans to merge with LIN Media in a deal valued at $2.6 billion, including debt.  The 9 times forward looking cash flow valuation on that deal helped drive overall multiples in the quarter to 8.9 times cash flow in the period. Without the Media General deal, the TV multiple would have been 8.5 times, which is still 0.3 points higher than 2013's average, according to SNL Kagan.

In addition the Media General deal, other big transactions in the period included the $364 million sale of Post-Newsweek's WPLG in Miami to Berkshire Hathaway,  and the $190 million sale of nine stations from Quincy Newspapers Inc. and Sagamore Hill Broadcasting to Granite Broadcasting Corp. and Malara Broadcast Group.

According to SNL Kagan, about 107 TV stations traded hands in the period. The average TV station price in the quarter was $31.1 million.