Investigation Overview
The announcement by Nexstar Broadcasting Group that it is exploring strategic alternatives, including but not limited to also a sale of the company, caused an investigation on behalf of investors of Nexstar Broadcasting Group, Inc. (NASDAQ: NXST) concerning whether a potential takeover would be unfair for NXST stockholders and whether certain Nexstar Broadcasting Group directors breach their fiduciary duties in the event of an acquisition.
The investigation by a law firm is at a preliminary stage and monitors a possible takeover. It concerns whether Nexstar Broadcasting Group Inc, certain of its officers and directors, and/or others breach their fiduciary duties owed to Nexstar Broadcasting Group, Inc. (NASDAQ:NXST) investors in connection with the takeover rumors or in the event of a takeover.
On July 21, 2011, Nexstar Broadcasting Group, Inc. (NASDAQ: NXST) announced that its Board of Directors has decided to explore and evaluate strategic alternatives intended to maximize shareholder value, including a possible sale of the Company.
Following the announcement that Nexstar Broadcasting Group, Inc. is exploring strategic alternatives shares of Nexstar Broadcasting Group increased to as high as $9.82 on July 20, 2011.
However, Nexstar Broadcasting Group performance increased over the past four annual filing periods. Its 12months Total Revenue rose from $266.80million for 2007 to $313.15million for 2010. It was able to decrease its Net Loss from $78.06million for 2008 to $1.81million in 2010.
Additionally, shares of Nexstar Broadcasting Group, Inc. (Public, NASDAQ:NXST) grew at a significant growth rate over the past two years. NASDAQ: NXST stock grew from as low as $0.54 per share during March 2009 to $8.99 per share in April 2011.
Therefore the investigation by a law firm questions whether a potential sale process and the potential price would be unfair to the shareholders of Nexstar Broadcasting Group, Inc. (NXST). The investigation focuses whether the Nexstar Broadcasting Group board of directors will undertake an adequate and fair sales process to obtain fair consideration for all shareholders of Nexstar Broadcasting Group (NASDAQ:NXST) and will breach their fiduciary duties to Nexstar Broadcasting Group (NXST) shareholder by failing to adequately shop the Company before entering into any transaction.
In addition the investigation seeks also to determine if any officer, director or any insiders violated any laws in connection with the takeover rumors.
The investigation concerns also whether the acquirer would underpay for NASDAQ:NXST shares, thus unlawfully harming NASDAQ:NXST investors. A potential class action lawsuit would seek to maximize the amount of money and information Nexstar Broadcasting Group shareholders would receive in a buyout, so the law firm.