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NXST > SEC Filings for NXST > Form 8-K on 6-Feb-2013All Recent SEC Filings

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Form 8-K for NEXSTAR BROADCASTING GROUP INC


6-Feb-2013

Results of Operations and Financial Condition, Other Events, Finan


Item 2.02 Results of Operations and Financial Condition.

Preliminary Financial Results of the Company for the Three Month Period Ended December 31, 2012

On February 6, 2013, Nexstar Broadcasting Group, Inc. (the "Company") announced preliminary estimates for net revenue, gross political revenue, total station operating expenses and corporate expenses for the fiscal quarter ended December 31, 2012. Our results of operations for the fiscal quarter ended December 31, 2012 and the fiscal year ended December 31, 2012 are not yet available. Management has prepared the estimated net revenue, gross political revenue, total station operating expenses and corporate expenses data below in good faith based upon our internal reporting for the fiscal quarter ended December 31, 2012. The estimates represent the most current information available to management. Such estimates have not been subject to our normal financial closing and financial statement preparation processes. As a result, our actual financial results could be different and those differences could be material. The audit of the fiscal year 2012 consolidated financial statements by our independent registered public accounting firm has not yet been completed. As such, the results are subject to change. However, in the opinion of management, any adjustments are expected to be of a normal and recurring nature, necessary for a fair presentation of the information presented below. Investors should exercise caution in relying on the information contained herein and should not draw any inferences from this information regarding financial or operating data that is not discussed herein.

The following table sets forth a range of net revenues, gross political and certain expenses during the fiscal quarter ended December 31, 2012:

                                                             Range of Amounts
                                                              (in thousands)
     Net revenues                                         $ 115,900     $ 116,400
     Gross political revenue (included in net revenues)      27,250        27,450
     Total station operating expenses(1)                     59,250        60,600
     Corporate expenses                                       8,050         8,250

(1) Due to the preliminary nature of these estimates, in lieu of presenting (a) direct operating expenses (net of trade, depreciation and amortization), (b) selling, general and administrative expenses (net of depreciation and amortization), (c) trade and barter expense and (d) payments for broadcast rights, we are instead presenting total station operating expenses, which is the sum of those four expenses.

These amounts include one month of operations of the ten stations acquired by our wholly-owned indirect subsidiary Nexstar Broadcasting, Inc. from Newport Television LLC and Newport Television License LLC, that closed on December 3, 2012, which became effective December 1, 2012. Corporate expenses and certain station operating expenses are expected to increase from prior periods primarily due to an increase in additional legal, accounting, personnel and other expenses as a result of the consummation of recent securities offerings by us and the selling stockholders and strategic acquisitions by us during the fiscal quarter ended December 31, 2012.

In addition, we estimate that as of December 31, 2012, we will have had approximately $860 million (net of discount) of total indebtedness of which approximately $610 million (net of discount) was secured debt. We had approximately $65 million of cash and cash equivalents available at that date.

Although we are unable at this time to provide any additional estimates with respect to our financial position, we have not identified any unusual or unique events or trends that occurred during the fiscal quarter ended December 31, 2012 that might materially affect our results of operations other than those discussed above. The final financial results for the fiscal quarter ended December 31, 2012 may be different from the preliminary estimates we are providing above due to completion of quarterly close and review procedures, final adjustments and other developments that may arise between now and the time the financial results for this period are finalized.

The preliminary financial data included in this report has been prepared by and, is the responsibility of, Nexstar Broadcasting Group, Inc.'s management. PricewaterhouseCoopers LLP has not audited, reviewed, compiled or performed any procedures with respect to the accompanying preliminary financial data. Accordingly, PricewaterhouseCoopers LLP does not express an opinion or any other form of assurance with respect thereto.



Item 8.01 Other Events.

On February 6, 2013, we announced a secondary offering of common stock by selling stockholders. We also announced on February 6, 2013 the entry into a definitive agreement with Granite Broadcasting Corporation to acquire the assets of KSEE(TV), the NBC affiliate serving the Fresno, California market. Copies of the news releases are attached hereto as Exhibits 99.1 and 99.2, respectively, and incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit
  No.        Description

99.1         News Release, dated February 6, 2013, issued by Nexstar Broadcasting
             Group, Inc.

99.2         News Release, dated February 6, 2013, issued by Nexstar Broadcasting
             Group, Inc.


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