The Federal Communications Commission on Thursday repealed a 22-year-old law limiting how many local TV stations a company can own, a move that’s likely to shake up the industry and open the door to more M&A activity.
The cap was first implemented by Congress in 2004 as part of the Consolidated Appropriations Act to prevent monopolization and ensure viewpoint diversity. It limits entities from owning or controlling broadcast television stations that reach more than 39% of U.S. TV households. Going forward, the FCC plans to conduct a case-by-case review, in which it will approve or deny future deals based on whether they meet the agency’s public interest standard, not a specific percentage cap.
Companies like Nexstar and Sinclair have lobbied for the cap to be raised or eliminated, arguing that their competition is no longer just other stations, but streaming services and tech giants like Amazon and YouTube who do not have to adhere to the same restriction. They maintain that industry consolidation is needed in order to thrive and survive in the current media landscape.
Critics, however, argue that only Congress has the legal authority to raise or eliminate the cap and that consolidation could lead to newsroom closures, fewer independent voices and higher prices for consumers.
Complicating matters are state attorneys general who have taken a larger role in antitrust enforcement and present a meaningful hurdle. The merger between Nexstar and Tegna, which the FCC had already approved with a waiver that bypassed this cap, is still on hold thanks to a preliminary injunction successfully won by 13 states suing on antitrust grounds.
“For consolidation, this opens the floodgates on paper. In practice, antitrust is now the binding constraint,” regulatory attorney Braden Perry told TheWrap. “Station groups can get past the FCC, but they still have to get past state AGs, private plaintiffs and possibly the DOJ.”
Here’s a breakdown of everything you need to know about the change in this 22-year-old rule.
Why did the FCC want to repeal the cap?
Carr has argued that the cap is an outdated rule and that its removal would provide “essential relief for local broadcasters by restoring a healthy counterbalance to the growing leverage of national programmers.”
He also said that increased scale as a result of the move would enable them to “attract the capital and advertising revenue needed to sustain and produce trusted and community-focused news and programming.”
“I don’t want local broadcast TV to go the way of local newspapers. And yet the risk is real,” he warned. “We should learn from our mistakes with the local newspaper industry, and we should not let the same thing happen to the local broadcast TV industry. Trusted sources of local reporting, broadcast over the public airwaves, are worth protecting and worth fighting for.”
Commissioner Olivia Trusty added that while the move is not a “silver bullet to reverse audience or marketplace trends entirely,” it would improve local broadcasters’ financial stability and bargaining power and provide additional resources to invest in local journalism, emergency coverage, investigative reporting and community programming.
“The Commission simply cannot expect broadcasters to advance localism, competition and diverse viewpoints if the underlying business model is unsustainable,” Trusty said.
What about this case-by-case review?
Analysts note that the change to allow the FCC to review M&A cases against its public interest standard opens up a can of worms.
New Street Research analyst and former FCC chief of staff Blair Levin warned TheWrap that Carr will be able to approve or reject a deal for any reason he wants and that approvals will likely require a “pro-Trump tilt” in news coverage.
“The Trump Administration has been very successful in shaking down companies by imposing a Trump transaction tax that replaces free markets with the market for Trump’s affection,” Levin said. “Carr is setting up a process – with a vague standard instead of a rule – that allows a similar shakedown for broadcasters.”
When asked about evaluating future transactions, Carr said the FCC’s case-by-case review would look at the facts and implement conditions if needed to protect localism.
“The future of local broadcast TV has to be localism. If they are just a pass-through, a mouthpiece for the national feed, people can get that through YouTube TV or other channels. So I think if they’re going to continue to exist, they have every market incentive to continue to focus on localism,” Carr said. “We have the right to preempt where you’re supposed to, if you think there’s a better fit, preempt national programming. We’d like to see that trend continue. So we will be focused to make sure that broadcasters continue to focus on localism and not just being dumb pipes for the national feed.”
What do the local TV owners say about the move?
The National Association of Broadcasters called the FCC’s move a “generational step toward strengthening local stations and ensuring they can compete in today’s media marketplace.” Meanwhile, Nexstar said it’s a “welcome, necessary and long-overdue recognition of today’s competitive landscape, which is dominated by legacy Big Media and Big Tech.”
“For too long, local broadcasters were handcuffed from reaching the scale they needed to compete on a more level playing field by outdated federal rules that didn’t apply to the largest and most powerful companies like Google’s YouTube, Meta’s Instagram, or Netflix,” Nexstar added. “Modernizing these rules will help ensure broadcasters can continue investing in local journalism and providing the free, trusted news and information that communities across America rely on every day.”
Nexstar and Sinclair executives have also said the move could boost M&A activity in the space.
The cap was notably a barrier to the pending $6.2 billion Nexstar-Tegna merger, which was granted a waiver from the FCC but is frozen amid an antitrust lawsuit from a group of state attorneys general and DirecTV. Meanwhile, Sinclair has launched a strategic review that includes exploring M&A opportunities.
“Sinclair is well prepared to participate in value creating consolidation,” CEO Chris Ripley said on Wednesday ahead of the vote. “We will remain disciplined in how and when we do so.”
What do opponents of the move say?
On the flip side, Anna Gomez, the lone Democratic commissioner serving in the FCC, argued that repealing the cap violates the law, exceeds the regulator’s authority and “undermines core public interest principles of localism, viewpoint diversity and competition.”
“A handful of station group giants does not represent the wishes of local broadcasters. They are large national companies that own local stations and increasingly dictate what airs on them without much local input. Trading a squeeze from Big Tech for a squeeze from Big Media does nothing to protect the communities this cap was designed to serve,” she said. “I recognize that broadcasters are facing serious economic pressures, but addressing one pressure point in isolation without looking at the full picture of rules, obligations and relief already on the table risks setting the wrong incentives.”
Sen. Elizabeth Warren (D-Mass.) said that Carr is “trying to illegally rewrite the rules to make it easier for billionaires to line their own pockets while jacking up costs and controlling what Americans watch.”
“After rubber-stamping the Nexstar-Tegna megamerger, this looks like the Trump administration’s latest attempt to roll out the red carpet for more antitrust disasters,” she added.
The American Television Alliance, a lobbying group representing pay TV providers, consumer groups and independent programmers, called the move a “serious setback for American consumers and local communities.”
“By eliminating this safeguard, the FCC has ignored Congressional intent and opened the door to unchecked ‘Big Broadcast’ consolidation that will drive up costs for viewers and reduce local news programming,” the organization added.
What does it mean for local TV station consolidation?
Companies at or near the 39% ownership limit include Nexstar, Fox, CBS parent Paramount and E.W. Scripps. Other station owners that could benefit from the cap’s repeal include Sinclair and Gray Media.
“In the short term, it is mildly good for investors in Sinclair and broadcasters wanting to sell to Sinclair,” Levin said. “But everyone knows Carr would approve those deals anyway through the same process he used for Nexstar, so there isn’t any significant change. And as Nexstar shows, states can still raise antitrust issues.”
Longer term, Levin argued that Democrats would be able to use the new rule to stop further consolidation if they win back the White House in 2028 and install a Democratic majority at the FCC.
“It makes the broadcasters’ license value dependent on the political whims of whoever is in the White House,” he added. “Markets don’t like that.”
What does it mean for the Nexstar-Tegna antitrust litigation?
As it relates to Nexstar’s ongoing lawsuit with a group of state attorneys general and DirecTV, Nexstar CEO Perry Sook said “on balance there could be marginal benefit because it makes the unknown known from a regulatory perspective,” but acknowledged that he didn’t know if it would have a “ton of effect” as the company goes through the legal process.
Levin said the ownership cap repeal would have “no impact” on the Nexstar antitrust lawsuit whatsoever.
“It might have helped Nexstar if Carr had adopted the order before the litigation so that it could have cited some of the findings,” he said. “But at the end of the day, Carr’s view of the ‘public interest’ does not trump antitrust law.”
How big will Nexstar-Tegna be?
To give you a sense of the scale of these companies without the ownership cap, Nexstar and Tegna combined would have owned 265 television stations in 44 states and the District of Columbia, representing 80% of households.
In order to clear the merger and receive the FCC’s waiver, the combined company agreed to divest six stations within two years of closing.
Will the repeal face a court challenge?
Almost certainly. Following the vote, Carr acknowledged that “everyone is free to litigate” the FCC’s decisions, but he argued that a D.C. Circuit court ruling that found setting the cap at a specific percentage determined “only the starting point from which the Commission was to assess the need for further change.”
“Folks have litigated FCC media regulation decisions historically. I wouldn’t be surprised if there’s appeals here, and we’ll allow the courts to work through it. But we’ve done our part,” he said. “If it goes to the courts, it goes to the courts, and we’ll litigate it, and we’ll see where it goes.”
Sook agreed that the FCC is on “very firm legal footing,” but expects a judicial review of the decision. Perry isn’t ruling out the possibility of a successful legal challenge.
“Challengers have a real case. The strongest argument is that an agency cannot repeal by rule what Congress wrote into law. After Loper Bright, courts will not defer to the FCC’s reading of its own authority,” Perry said. “I put a challenge at better than even on the statutory question. Watch for an early stay motion. If a court stays the repeal, pending deals are back under the old math.”
