UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
Date of report: (Date of earliest event reported): January 30, 2015
 
Nexstar Broadcasting Group, Inc.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
 
 
 
Delaware
(State or other jurisdiction of incorporation)
000-50478
(Commission File Number)
23-3083125
(IRS Employer Identification No.)
 
 
 
545 E. John Carpenter Freeway, Suite 700
Irving, Texas 75062
(Address of Principal Executive Offices, including  Zip Code)
 
 
 
(972) 373-8800
(Registrant's Telephone Number, Including Area Code)
 
 
 
N/A
(Former Name or Former Address, if Changed Since Last Report)
 
________________________________
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):
¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 






Item 8.01.  Other Events.
 
On January 30, 2015, Nexstar Broadcasting Group, Inc. issued a press release, a copy of which is attached hereto as Exhibit No. 99.1 and incorporated by reference herein, announcing that its board of directors has declared a quarterly cash dividend of $0.19 per share of its outstanding Class A Common Stock. The dividend is payable on February 27, 2015, to shareholders of record on February 13, 2015.

Item 9.01.  Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
 
Description
99.1
 
Press Release issued on January 30, 2015
      





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
NEXSTAR BROADCASTING GROUP, INC.
 
 
 
 
 
 
 
By:
/s/ Thomas E. Carter
Date: February 11, 2015 Name: Thomas E. Carter
 
Title:
Chief Financial Officer(Principal Financial Officer)
 
 
 
          
 





EXHIBIT INDEX

Exhibit No.
 
Description
99.1
 
Press Release issued on January 30, 2015
      

 


Exhibit 99.1

 

News Announcement                                                                                                  For Immediate Release


NEXSTAR BROADCASTING INCREASES QUARTERLY
CASH DIVIDEND BY 26.7 PERCENT

DECLARES QUARTERLY CASH DIVIDEND OF $0.19 PER SHARE

IRVING, Texas (January 30, 2015) - Nexstar Broadcasting Group, Inc. (Nasdaq: NXST) announced today that its Board of Directors approved a 26.7 percent increase in the quarterly cash dividend to $0.19 per share of its Class A common stock beginning with the dividend declared for the first quarter of 2015.  The dividend is payable on Friday, February 27, 2015, to shareholders of record on Friday, February 13, 2015.

Perry A. Sook, Chairman, President and Chief Executive Officer of Nexstar Broadcasting Group, Inc., commented, "The increased dividend underscores Nexstar's commitment to return capital to shareholders and create shareholder value. Since declaring our first dividend in 2013, the Board has authorized annual dividend increases in 2014 and 2015 and we expect to continue this approach going forward.  Importantly, we believe the total capital allocation for the dividend relative to our projected free cash flow continues to afford the Company the liquidity and financial flexibility to further expand our marketing solutions platform through additional accretive station and digital media acquisitions, reduce leverage and undertake other initiatives that enhance long-term shareholder value.

"Nexstar generated record operating results throughout 2014 and with the recent completion of the acquisitions of stations from CCA/White Knight, Hoak Media and Grant Company, and the application of our operating approach which combines innovation and discipline, we remain confident that 2015 and 2016 will extend our success in generating record free cash flow."

While the Company intends to pay regular quarterly cash dividends for the foreseeable future, all subsequent dividends will be reviewed quarterly and declared by the Board of Directors at its discretion.

About Nexstar Broadcasting Group, Inc.
Nexstar Broadcasting Group is a leading diversified media company that leverages localism to bring new services and value to consumers and advertisers through its traditional media, digital and mobile media platforms. Nexstar owns, operates, programs or provides sales and other services to 105 television stations and 34 related digital multicast signals reaching 56 markets or approximately 15.6% of all U.S. television households. Nexstar's portfolio includes affiliates of NBC, CBS, ABC, FOX, MyNetworkTV, The CW, Telemundo, Bounce TV, Me-TV, and LATV. Nexstar's 56 community portal websites offer additional hyper-local content and verticals for consumers and advertisers, allowing audiences to choose where, when and how they access content while creating new revenue opportunities.

Pro-forma for the completion of all announced transactions, including the Pending Acquisitions, Nexstar will own, operate, program or provide sales and other services to 110 television stations and related digital multicast signals reaching 58 markets or approximately 18% of all U.S.

Forward-Looking Statements
This news release includes forward-looking statements. We have based these forward-looking statements on our current expectations and projections about future events. Forward-looking statements include information preceded by, followed by, or that includes the words "guidance," "believes," "expects," "anticipates," "could," or similar expressions. For these statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

The forward-looking statements contained in this news release, concerning, among other things, changes in net revenue, cash flow and operating expenses, involve risks and uncertainties, and are subject to change based on various important factors, including the impact of changes in national and regional economies, our ability to service and refinance our outstanding debt, successful integration of acquired television stations (including achievement of synergies and cost reductions), pricing fluctuations in local and national advertising, future regulatory actions and conditions in the television stations' operating areas, competition from others in the broadcast television markets served by the Company, volatility in programming costs, the effects of governmental regulation of broadcasting, industry consolidation, technological developments and major world news events.  Unless required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.  In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this news release might not occur.  You should not place undue reliance on these forward-looking statements, which speak only as of the date of this release.  For more details on factors that could affect these expectations, please see our filings with the Securities and Exchange Commission.
 
Contact:
 
Thomas E. Carter 
Joseph Jaffoni, Jennifer Neuman
Chief Financial Officer
JCIR
Nexstar Broadcasting Group, Inc.
212/835-8500 or nxst@jcir.com
972/373-8800
 

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