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<TITLE>Form 8-K</TITLE>
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 <P STYLE="line-height:1.0pt;margin-top:0pt;margin-bottom:0pt;border-bottom:1px solid #000000">&nbsp;</P>
<P STYLE="line-height:3.0pt;margin-top:0pt;margin-bottom:2pt;border-bottom:1px solid #000000">&nbsp;</P> <P STYLE="margin-top:4pt; margin-bottom:0pt; font-size:18pt; font-family:Times New Roman" ALIGN="center"><B>UNITED STATES </B></P>
<P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:18pt; font-family:Times New Roman" ALIGN="center"><B>SECURITIES AND EXCHANGE COMMISSION </B></P>
<P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:12pt; font-family:Times New Roman" ALIGN="center"><B>WASHINGTON, DC 20549 </B></P> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P><center>
<P STYLE="line-height:6.0pt;margin-top:0pt;margin-bottom:2pt;border-bottom:1.00pt solid #000000;width:21%">&nbsp;</P></center> <P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:18pt; font-family:Times New Roman" ALIGN="center"><B>FORM 8-K
</B></P> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P><center> <P STYLE="line-height:6.0pt;margin-top:0pt;margin-bottom:2pt;border-bottom:1.00pt solid #000000;width:21%">&nbsp;</P></center>
<P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:12pt; font-family:Times New Roman" ALIGN="center"><B>CURRENT REPORT </B></P> <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:12pt; font-family:Times New Roman" ALIGN="center"><B>Pursuant
to Section&nbsp;13 or 15(d) </B></P> <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:12pt; font-family:Times New Roman" ALIGN="center"><B>of the Securities Exchange Act of 1934 </B></P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:12pt; font-family:Times New Roman" ALIGN="center"><B>Date of report: (Date of earliest event reported): October&nbsp;1, 2013 </B></P>
<P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P><center> <P STYLE="line-height:6.0pt;margin-top:0pt;margin-bottom:2pt;border-bottom:1.00pt solid #000000;width:21%">&nbsp;</P></center>
<P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:24pt; font-family:Times New Roman" ALIGN="center"><B>Mission Broadcasting, Inc. </B></P>
<P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman" ALIGN="center"><B>(Exact Name of Registrant as Specified in its Charter) </B></P> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P><center>
<P STYLE="line-height:6.0pt;margin-top:0pt;margin-bottom:2pt;border-bottom:1.00pt solid #000000;width:21%">&nbsp;</P></center> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD VALIGN="top" ALIGN="center"><B>Delaware</B></TD>
<TD VALIGN="bottom">&nbsp;</TD>
<TD VALIGN="top" ALIGN="center"><B>333-62916-02</B></TD>
<TD VALIGN="bottom">&nbsp;</TD>
<TD VALIGN="top" ALIGN="center"><B>51-0388022</B></TD></TR>
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<TD VALIGN="top"> <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>(State or other jurisdiction</B></P>
<P STYLE="margin-top:0pt; margin-bottom:1pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>of incorporation)</B></P></TD>
<TD VALIGN="bottom">&nbsp;</TD>
<TD VALIGN="top" ALIGN="center"> <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>(Commission</B></P>
<P STYLE="margin-top:0pt; margin-bottom:1pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>File Number)</B></P></TD>
<TD VALIGN="bottom">&nbsp;</TD>
<TD VALIGN="top" ALIGN="center"> <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>(IRS Employer</B></P>
<P STYLE="margin-top:0pt; margin-bottom:1pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>Identification No.)</B></P></TD></TR>
</TABLE> <P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman" ALIGN="center"><B>30400 Detroit Road, Suite 304 </B></P>
<P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman" ALIGN="center"><B>Westlake, Ohio 44145 </B></P>
<P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>(Address of Principal Executive Offices, including&nbsp;Zip Code) </B></P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman" ALIGN="center"><B>(440) 526-2227 </B></P>
<P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>(Registrant&#146;s Telephone Number, Including Area Code) </B></P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman" ALIGN="center"><B>N/A </B></P> <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>(Former Name or
Former Address, if Changed Since Last Report) </B></P> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P><center>
<P STYLE="line-height:6.0pt;margin-top:0pt;margin-bottom:2pt;border-bottom:1.00pt solid #000000;width:21%">&nbsp;</P></center> <P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">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 (<I>see</I>&nbsp;General Instructions A.2. below): </P>
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<TD ALIGN="left" VALIGN="top">Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) </TD></TR></TABLE> <P STYLE="font-size:6pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD ALIGN="left" VALIGN="top">Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) </TD></TR></TABLE> <P STYLE="font-size:6pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD ALIGN="left" VALIGN="top">Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) </TD></TR></TABLE> <P STYLE="font-size:6pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD ALIGN="left" VALIGN="top">Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) </TD></TR></TABLE> <P STYLE="font-size:10pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD WIDTH="10%" VALIGN="top" ALIGN="left"><B>Item&nbsp;1.01</B></TD>
<TD ALIGN="left" VALIGN="top"><B>Entry into Material Definitive Agreement. </B><B><I> </I></B></TD></TR></TABLE> <P STYLE="margin-top:6pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman"><B><I>Supplemental Indenture for the 8.875%
Senior Secured Second Lien Notes due 201</I></B>7 </P> <P STYLE="margin-top:6pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">On October&nbsp;1, 2013, Mission Broadcasting, Inc. (the &#147;Company&#148;) and
Nexstar Broadcasting, Inc. (&#147;Nexstar Broadcasting&#148;) received, pursuant to their previously announced cash tender offer and related consent solicitation for any and all of their outstanding 8.875% Senior Secured Second Lien Notes due 2017
(the &#147;2017 Notes&#148;), the requisite consents to adopt proposed amendments to the 2017 Indenture (as defined below), under which the 2017 Notes were issued. The tender offer and consent solicitation are being made upon the terms and
conditions set forth in an Offer to Purchase and Consent Solicitation Statement dated September&nbsp;17, 2013. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">As of 5:00 p.m. New York
City time, on September&nbsp;30, 2013, holders of 93.04% of the 2017 Notes had tendered their Notes in the tender offer and consented to the proposed amendments to the 2017 Indenture. </P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">In conjunction with receiving the requisite consents, the Company, Nexstar Broadcasting and Nexstar Broadcasting Group, Inc. (&#147;Nexstar
Broadcasting Group&#148;) entered into the first supplemental indenture (the &#147;First Supplemental Indenture&#148;) to the 2017 Indenture, dated as of April&nbsp;19, 2010, by and among the Company, Nexstar Broadcasting, Nexstar Broadcasting
Group, as guarantor and The Bank of New York Mellon, as trustee and collateral agent (the &#147;2017 Indenture&#148;). </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The First
Supplemental Indenture gives effect to the proposed amendments to the 2017 Indenture, which eliminate substantially all the restrictive covenants, certain events of default and certain related provisions contained in the 2017 Indenture and provide
for the release of the liens on the collateral that secures the Company&#146;s, Nexstar Broadcasting&#146;s and Nexstar Broadcasting Group&#146;s obligations with respect to the 2017 Notes. The First Supplemental Indenture provides that the
amendments will not become operative until the Company and Nexstar Broadcasting accept for purchase the 2017 Notes tendered in the tender offer and consent solicitation. </P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The foregoing description of the First Supplemental Indenture is qualified in its entirety by reference to the complete copy of that agreement
that is filed as Exhibit&nbsp;4.1 to this Current Report on Form 8-K and is incorporated by reference herein. </P> <P STYLE="margin-top:18pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman"><B><I>Indenture </I></B></P>
<P STYLE="margin-top:6pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">On October 1, 2013, Nexstar Broadcasting completed the issuance and sale of $275.0 million aggregate principal amount of senior notes due 2020
(the &#147;Notes&#148;). The Notes were issued pursuant to a supplemental indenture, by and among Nexstar Broadcasting, Nexstar Broadcasting Group, the Company and the Bank of New York Mellon, as trustee (the &#147;Trustee&#148;), dated as of
October 1, 2013 (the &#147;Supplemental Indenture&#148;) to the Indenture, dated as of November 9, 2012 (the &#147;Indenture&#148;), by and among Nexstar Broadcasting, as issuer, Nexstar Broadcasting Group, as guarantor, the Company, as guarantor,
and the Trustee. Nexstar Broadcasting&#146;s obligations under the Notes are jointly and severally guaranteed by the Company, Nexstar Broadcasting Group and certain of Nexstar Broadcasting&#146;s and the Company&#146;s future restricted
subsidiaries. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The Notes were issued in a private offering that was exempt from the registration requirements of the Securities Act of
1933, as amended (the &#147;Securities Act&#148;), to qualified institutional buyers in accordance with Rule 144A and to persons outside of the United States pursuant to Regulation S under the Securities Act. The Notes were issued at 100.250%, plus
accrued interest from May 15, 2013. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The Notes and the guarantees are Nexstar Broadcasting&#146;s and the guarantors&#146; (including the
Company&#146;s) senior obligations, rank equal in right of payment with all of Nexstar Broadcasting&#146;s and the guarantors&#146; existing and future senior indebtedness and rank senior in right of payment to all of Nexstar Broadcasting&#146;s and
the guarantors&#146; future subordinated indebtedness. The Notes and the guarantees are effectively junior to Nexstar Broadcasting&#146;s and the guarantors&#146; secured indebtedness, including borrowings under Nexstar Broadcasting&#146;s and The
Company&#146;s senior secured credit facilities and the 2017 Notes, to the extent of the value of the assets securing such indebtedness. </P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The Notes will mature on November 15, 2020. Interest on the Notes accrues at a rate of 6.875% per annum and is payable semiannually in arrears
on May 15 and November 15 of each year, commencing on November 15, 2013. Nexstar Broadcasting is obligated to make each interest payment to the holders of record of the Notes on the immediately preceding May 1 and November 1. </P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman">&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;&nbsp;Nexstar Broadcasting has the option to redeem all or a portion of the Notes at any time prior to November 15,
2015 at a price equal to 100% of the principal amount of the Notes redeemed plus accrued and unpaid interest to the redemption date plus a &#147;make- whole&#148; premium. At any time on or after November 15, 2015, Nexstar Broadcasting may redeem
the Notes, in whole or in part, at the redemption prices set forth in the Indenture. At any time before November 15, 2015, Nexstar Broadcasting may also redeem up to 35% of the aggregate principal amount of the Notes at a redemption price of
106.875% of the principal amount, plus accrued and unpaid interest, if any, to the date of redemption, with the proceeds of certain equity offerings. </P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">Upon the occurrence of a Change of Control Repurchase Event (as defined in the Indenture), each holder of the Notes may require Nexstar
Broadcasting to repurchase all or a portion of the Notes in cash at a price equal to 101% of the aggregate principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, thereon to the date of repurchase. </P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The Indenture contains covenants that limit, among other things, Nexstar Broadcasting&#146;s ability to (1) incur additional debt and issue
preferred stock, (2) make certain restricted payments, (3) consummate specified asset sales, (4) enter into transactions with affiliates, (5) create liens, (6) pay dividends or make other distributions, (7) make certain investments and (8) merge or
consolidate with another person. These covenants are subject to a number of important exceptions and qualifications. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The Indenture
provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenants in the Indenture, payment defaults or acceleration of other indebtedness, a failure to pay certain
judgments and certain events of bankruptcy and insolvency. Generally, if an event of default occurs, the Trustee or holders of at least 25% in principal amount of the then outstanding Notes may declare the principal of and accrued but unpaid
interest, including additional interest, on all the Notes to be due and payable. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The foregoing description of the Indenture is qualified
in its entirety by reference to the complete copy of that agreement that is filed as Exhibit 4.1 to Nexstar Broadcasting Group&#146;s Current Report on Form 8-K filed on November 9, 2012 and is incorporated by reference herein. The foregoing
description of the Supplemental Indenture is qualified in its entirety by reference to the complete copy of that agreement that is field as Exhibit 4.3 to Nexstar Broadcasting Group&#146;s Current Report on Form 8-K filed on October 2, 2013 and is
incorporated by reference herein. The related form of senior note is filed as Exhibit 4.2 to Nexstar Broadcasting Group&#146;s Current Report on Form 8-K filed on November 9, 2012 and is incorporated by reference herein </P>
<P STYLE="margin-top:18pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman"><B><I>Registration Rights Agreement </I></B></P> <P STYLE="margin-top:6pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">In
connection with the offering of the Notes, the Company, Nexstar Broadcasting, and Nexstar Broadcasting Group, have agreed, pursuant to a Registration Rights Agreement, dated October 1, 2013 (the &#147;Registration Rights Agreement&#148;), by and
among the Company, Nexstar Broadcasting, Nexstar Broadcasting Group, Credit Suisse Securities (USA) LLC, Wells Fargo Securities, LLC, RBC Capital Markets, LLC, Merrill Lynch, Pierce, Fenner &amp; Smith Incorporated, Barclays Capital Inc. and
SunTrust Robinson Humphrey, Inc. to (i) cause to be filed with the Securities and Exchange Commission (the &#147;SEC&#148;) no later than 365 days after November 10, 2012, a registration statement under the Securities Act, relating to an offer to
exchange the Notes for new notes (the &#147;Exchange Notes&#148;), evidencing the same continuing indebtedness as the Notes and with terms substantially identical to the Notes except that the Exchange Notes will not be subject to restrictions on
transfer in the United States, (ii) use reasonable best efforts to cause such registration statement to become effective no later than November 10, 2013, (iii) in connection with the foregoing, (A) file all pre-effective amendments to such
registration statement as may be necessary in order to cause such registration statement to become effective, (B) if applicable, file a post-effective amendment to such registration statement and (C) cause all necessary filings in connection with
the registration and qualification of the Exchange Notes to be made under the state securities or blue sky laws of such jurisdictions as are necessary to permit consummation of the exchange offer, and (iv) upon the effectiveness of such registration
statement, commence the exchange offer and issue Exchange Notes in exchange for all Notes tendered pursuant to the exchange offer. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">In
certain circumstances, Nexstar Broadcasting will file and cause to become effective a shelf registration statement relating to resales of any Notes and use its reasonable best efforts to maintain the effectiveness of the shelf registration statement
for at least one year or such lesser period after which all of the notes registered therein have been sold. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">If Nexstar Broadcasting fails
to satisfy these obligations as set forth in the Registration Rights Agreement, it will be required to pay additional interest to the holders of the Notes. The rate of the additional interest will be 0.25% per annum for the first 90-day period
immediately following the occurrence of a Registration Default (as defined in the Registration Rights Agreement), and such rate will increase by an additional 0.25% per annum with respect to each subsequent 90-day period until all Registration
Defaults have been cured, up to a maximum additional interest rate of 1.0% per annum. Nexstar Broadcasting will pay such additional interest on regular interest payment dates until the cure of all the Registration Defaults relating to the Notes at
which time the interest rate on the Notes will revert to the original interest rate on the Notes. Such additional interest will be in addition to any other interest payable from time to time with respect to Notes. </P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The foregoing description of the Registration Rights Agreement is qualified in its entirety by reference to the complete copy of that
agreement that is filed as Exhibit 10.1 to Nexstar Broadcasting Group&#146;s Current Report on Form 8-K filed on October 2, 2013 and is incorporated by reference herein. </P> <P STYLE="margin-top:0pt;margin-bottom:0pt;page-break-before:always"></P>
<P STYLE="margin-top:18pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman"><B><I>Credit Agreement Amendments </I></B></P> <P STYLE="margin-top:6pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">On
October&nbsp;1, 2013, the Company and Nexstar Broadcasting entered into amendments to each of their senior secured credit facilities. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The
amendments provided commitments for incremental term loan facilities available to the Company of $125.0 million and to Nexstar Broadcasting of $25.0 million (the &#147;Term Loan B-2 Commitments&#148;) and replacement revolving credit facilities
available to the Company of $30.0 million and to Nexstar Broadcasting of $75.0 million (the &#147;Tranche A Revolving Commitments&#148;). The proceeds of the Term Loan B-2 Commitments are expected to be used for general corporate and working capital
purposes. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">Borrowings under the Term Loan B-2 Commitments bear interest at a fixed rate, which can be either a base rate plus 1.75% or, at
the Company&#146;s option, a Eurodollar rate plus 2.75%. Borrowings under the Tranche A Revolving Commitments bear interest at a floating rate, which can be either a base rate plus an applicable margin or, at the Company&#146;s option, a Eurodollar
rate plus an applicable margin, as defined in the amended credit agreement. Subject to Nexstar Broadcasting&#146;s total leverage ratio, the applicable base rate margin for the Tranche A Revolving Commitments will vary from 0.75% and 1.50% and the
applicable Eurodollar rate margin will vary from 1.75% and 2.50%. </P> <P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The principal amounts under the Term Loan B-2 Commitments are reduced
by quarterly payments of 0.25%. The remainder of the principal is due in full at maturity on October&nbsp;1, 2020 (subject to earlier springing maturity). The principal amounts under the Tranche A Revolving Commitments are due in full at maturity on
December&nbsp;3, 2017 (subject to earlier springing maturity). </P>

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 <P STYLE="margin-top:0pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The foregoing description is qualified in its entirety by reference to the text of the
amendments, copies of which are filed as Exhibit 10.2 and 10.3 to this Current Report on Form 8-K and the terms of which are incorporated herein by reference. </P> <P STYLE="font-size:18pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD WIDTH="10%" VALIGN="top" ALIGN="left"><B>Item&nbsp;2.03</B></TD>
<TD ALIGN="left" VALIGN="top"><B>Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant. </B></TD></TR></TABLE>
<P STYLE="margin-top:6pt; margin-bottom:0pt; text-indent:4%; font-size:10pt; font-family:Times New Roman">The information provided in Item&nbsp;1.01 of this Current Report on Form 8-K under the sub-headings &#147;Indenture&#148; and &#147;Credit
Agreement Amendments&#148; is hereby incorporated into this Item&nbsp;2.03. </P> <P STYLE="font-size:18pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD WIDTH="10%" VALIGN="top" ALIGN="left"><B>Item&nbsp;9.01</B></TD>
<TD ALIGN="left" VALIGN="top"><B>Financial Statements and Exhibits. </B></TD></TR></TABLE> <P STYLE="font-size:6pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
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<TD WIDTH="4%" VALIGN="top" ALIGN="left">(d)</TD>
<TD ALIGN="left" VALIGN="top">Exhibits. </TD></TR></TABLE> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
<TABLE CELLSPACING="0" CELLPADDING="0" WIDTH="100%" BORDER="0" STYLE="BORDER-COLLAPSE:COLLAPSE; font-family:Times New Roman; font-size:10pt" ALIGN="center">


<TR>
<TD></TD>
<TD VALIGN="bottom" WIDTH="7%"></TD>
<TD WIDTH="90%"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:8pt">
<TD VALIGN="bottom" NOWRAP ALIGN="center"> <P STYLE="border-bottom:1.00pt solid #000000; width:39.10pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>Exhibit&nbsp;No.</B></P></TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="bottom" NOWRAP ALIGN="center"> <P STYLE="border-bottom:1.00pt solid #000000; width:39.50pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>Description</B></P></TD></TR>


<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.1</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">First Supplemental Indenture, dated October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee and collateral agent.</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.2</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Indenture, dated as of November 9, 2012, among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., as a guarantor, Mission Broadcasting, Inc., as a guarantor, and The Bank of New York Mellon, as trustee (Incorporated by
reference to Exhibit 4.1 to Current Report 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.3</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Form of Senior Note (Incorporated by reference to Exhibit 4.2 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.4</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Supplemental Indenture, dated October 1, 2013 by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee (Incorporated by reference to Exhibit
4.3 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on October 2, 2013)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">10.1</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Registration Rights Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting Group, Inc. and Credit Suisse Securities (USA) LLC, Wells Fargo Securities,
LLC, RBC Capital Markets, LLC, Merrill Lynch, Pierce, Fenner &amp; Smith Incorporated, Barclays Capital Inc. and SunTrust Robinson Humphrey, Inc. (Incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K (File No. 000-50478) filed by
Nexstar Broadcasting Group, Inc. on October 2, 2013)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">10.2</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Second Amendment (Incremental Amendment) to the Fifth Amended and Restated Credit Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Nexstar Finance Holdings, Inc.,
Bank of America, N.A. and the several Banks parties thereto.</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">10.3</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Second Amendment (Incremental Amendment) to the Fourth Amended and Restated Credit Agreement, dated as of October 1, by and among Mission Broadcasting, Inc., Bank of America, N.A. and the several Banks parties thereto.</TD></TR>
</TABLE>

<p Style='page-break-before:always'>
<HR  SIZE="3" style="COLOR:#999999" WIDTH="100%" ALIGN="CENTER">

 <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman" ALIGN="center"><B>SIGNATURES </B></P>
<P STYLE="margin-top:12pt; margin-bottom:0pt; text-indent:8%; font-size:10pt; font-family:Times New Roman">Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized. </P> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
<TABLE CELLSPACING="0" CELLPADDING="0" WIDTH="100%" BORDER="0" STYLE="BORDER-COLLAPSE:COLLAPSE; font-family:Times New Roman; font-size:10pt">


<TR>
<TD WIDTH="46%"></TD>
<TD VALIGN="bottom" WIDTH="1%"></TD>
<TD WIDTH="4%"></TD>
<TD VALIGN="bottom"></TD>
<TD WIDTH="2%"></TD>
<TD VALIGN="bottom" WIDTH="1%"></TD>
<TD WIDTH="45%"></TD></TR>


<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom" COLSPAN="3"><B>MISSION BROADCASTING, INC.</B></TD></TR>
<TR>
<TD HEIGHT="16"></TD>
<TD HEIGHT="16" COLSPAN="2"></TD>
<TD HEIGHT="16" COLSPAN="2"></TD>
<TD HEIGHT="16" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top">Dated: October&nbsp;3, 2013</TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom"></TD></TR>
<TR>
<TD HEIGHT="16"></TD>
<TD HEIGHT="16" COLSPAN="2"></TD>
<TD HEIGHT="16" COLSPAN="2"></TD>
<TD HEIGHT="16" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom">By:</TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="bottom"> <P STYLE="margin-top:0pt; margin-bottom:1pt; border-bottom:1px solid #000000; font-size:10pt; font-family:Times New Roman">/s/ Dennis Thatcher</P></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="top">Name: Thomas E. Carter</TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="top"></TD>
<TD VALIGN="bottom"><FONT STYLE="font-size:8pt">&nbsp;</FONT></TD>
<TD VALIGN="top">Title: President and Treasurer</TD></TR>
</TABLE>

<p Style='page-break-before:always'>
<HR  SIZE="3" style="COLOR:#999999" WIDTH="100%" ALIGN="CENTER">

 <P STYLE="margin-top:0pt; margin-bottom:0pt; font-size:10pt; font-family:Times New Roman" ALIGN="center"><B>EXHIBIT INDEX </B></P> <P STYLE="font-size:12pt;margin-top:0pt;margin-bottom:0pt">&nbsp;</P>
<TABLE CELLSPACING="0" CELLPADDING="0" WIDTH="100%" BORDER="0" STYLE="BORDER-COLLAPSE:COLLAPSE; font-family:Times New Roman; font-size:10pt" ALIGN="center">


<TR>
<TD></TD>
<TD VALIGN="bottom" WIDTH="7%"></TD>
<TD WIDTH="90%"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:8pt">
<TD VALIGN="bottom" NOWRAP ALIGN="center"> <P STYLE="border-bottom:1.00pt solid #000000; width:39.10pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>Exhibit&nbsp;No.</B></P></TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="bottom" NOWRAP ALIGN="center"> <P STYLE="border-bottom:1.00pt solid #000000; width:39.50pt; font-size:8pt; font-family:Times New Roman" ALIGN="center"><B>Description</B></P></TD></TR>


<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.1</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">First Supplemental Indenture, dated October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee and collateral agent.</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.2</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Indenture, dated as of November 9, 2012, among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., as a guarantor, Mission Broadcasting, Inc., as a guarantor, and The Bank of New York Mellon, as trustee (Incorporated by
reference to Exhibit 4.1 to Current Report 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.3</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Form of Senior Note (Incorporated by reference to Exhibit 4.2 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">&nbsp;&nbsp;4.4</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Supplemental Indenture, dated October 1, 2013 by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee (Incorporated by reference to Exhibit
4.3 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on October 2, 2013)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">10.1</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Registration Rights Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting Group, Inc. and Credit Suisse Securities (USA) LLC, Wells Fargo Securities,
LLC, RBC Capital Markets, LLC, Merrill Lynch, Pierce, Fenner &amp; Smith Incorporated, Barclays Capital Inc. and SunTrust Robinson Humphrey, Inc. (Incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K (File No. 000-50478) filed by
Nexstar Broadcasting Group, Inc. on October 2, 2013)</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">10.2</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Second Amendment (Incremental Amendment) to the Fifth Amended and Restated Credit Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Nexstar Finance Holdings, Inc.,
Bank of America, N.A. and the several Banks parties thereto.</TD></TR>
<TR>
<TD HEIGHT="8"></TD>
<TD HEIGHT="8" COLSPAN="2"></TD></TR>
<TR STYLE="font-family:Times New Roman; font-size:10pt">
<TD VALIGN="top" NOWRAP ALIGN="center">10.3</TD>
<TD VALIGN="bottom">&nbsp;&nbsp;</TD>
<TD VALIGN="top">Second Amendment (Incremental Amendment) to the Fourth Amended and Restated Credit Agreement, dated as of October 1, by and among Mission Broadcasting, Inc., Bank of America, N.A. and the several Banks parties thereto.</TD></TR>
</TABLE>
</BODY></HTML>
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{"company-data": {"conformed-name": "MISSION BROADCASTING INC", "cik": "0001142412", "assigned-sic": "4833", "irs-number": "510388022", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "333-62916-02", "film-number": "131133958"}, "business-address": {"street1": "544 RED ROCK DRIVE", "city": "WADSWORTH", "state": "OH", "zip": "44281-221", "phone": "3303358808"}, "mail-address": {"street1": "409 LACKAWANNA AVE", "city": "NEW YORK", "state": "NY", "zip": "10022"}, "former-company": {"former-conformed-name": "MISSION BROADCASTING OF WICHITA FALLS INC", "date-changed": "20010611"}}
Form 8-K
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): October 1, 2013
Mission Broadcasting, Inc.
(Exact Name of Registrant as Specified in its Charter)
Delaware
333-62916-02
51-0388022
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
30400 Detroit Road, Suite 304
Westlake, Ohio 44145
(Address of Principal Executive Offices, including Zip Code)
(440) 526-2227
(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 1.01
Entry into Material Definitive Agreement.
Supplemental Indenture for the 8.875%
Senior Secured Second Lien Notes due 201
7
On October 1, 2013, Mission Broadcasting, Inc. (the "Company") and
Nexstar Broadcasting, Inc. ("Nexstar Broadcasting") received, pursuant to their previously announced cash tender offer and related consent solicitation for any and all of their outstanding 8.875% Senior Secured Second Lien Notes due 2017
(the "2017 Notes"), the requisite consents to adopt proposed amendments to the 2017 Indenture (as defined below), under which the 2017 Notes were issued. The tender offer and consent solicitation are being made upon the terms and
conditions set forth in an Offer to Purchase and Consent Solicitation Statement dated September 17, 2013.
As of 5:00 p.m. New York
City time, on September 30, 2013, holders of 93.04% of the 2017 Notes had tendered their Notes in the tender offer and consented to the proposed amendments to the 2017 Indenture.
In conjunction with receiving the requisite consents, the Company, Nexstar Broadcasting and Nexstar Broadcasting Group, Inc. ("Nexstar
Broadcasting Group") entered into the first supplemental indenture (the "First Supplemental Indenture") to the 2017 Indenture, dated as of April 19, 2010, by and among the Company, Nexstar Broadcasting, Nexstar Broadcasting
Group, as guarantor and The Bank of New York Mellon, as trustee and collateral agent (the "2017 Indenture").
The First
Supplemental Indenture gives effect to the proposed amendments to the 2017 Indenture, which eliminate substantially all the restrictive covenants, certain events of default and certain related provisions contained in the 2017 Indenture and provide
for the release of the liens on the collateral that secures the Company's, Nexstar Broadcasting's and Nexstar Broadcasting Group's obligations with respect to the 2017 Notes. The First Supplemental Indenture provides that the
amendments will not become operative until the Company and Nexstar Broadcasting accept for purchase the 2017 Notes tendered in the tender offer and consent solicitation.
The foregoing description of the First Supplemental Indenture is qualified in its entirety by reference to the complete copy of that agreement
that is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Indenture
On October 1, 2013, Nexstar Broadcasting completed the issuance and sale of $275.0 million aggregate principal amount of senior notes due 2020
(the "Notes"). The Notes were issued pursuant to a supplemental indenture, by and among Nexstar Broadcasting, Nexstar Broadcasting Group, the Company and the Bank of New York Mellon, as trustee (the "Trustee"), dated as of
October 1, 2013 (the "Supplemental Indenture") to the Indenture, dated as of November 9, 2012 (the "Indenture"), by and among Nexstar Broadcasting, as issuer, Nexstar Broadcasting Group, as guarantor, the Company, as guarantor,
and the Trustee. Nexstar Broadcasting's obligations under the Notes are jointly and severally guaranteed by the Company, Nexstar Broadcasting Group and certain of Nexstar Broadcasting's and the Company's future restricted
subsidiaries.
The Notes were issued in a private offering that was exempt from the registration requirements of the Securities Act of
1933, as amended (the "Securities Act"), to qualified institutional buyers in accordance with Rule 144A and to persons outside of the United States pursuant to Regulation S under the Securities Act. The Notes were issued at 100.250%, plus
accrued interest from May 15, 2013.
The Notes and the guarantees are Nexstar Broadcasting's and the guarantors' (including the
Company's) senior obligations, rank equal in right of payment with all of Nexstar Broadcasting's and the guarantors' existing and future senior indebtedness and rank senior in right of payment to all of Nexstar Broadcasting's and
the guarantors' future subordinated indebtedness. The Notes and the guarantees are effectively junior to Nexstar Broadcasting's and the guarantors' secured indebtedness, including borrowings under Nexstar Broadcasting's and The
Company's senior secured credit facilities and the 2017 Notes, to the extent of the value of the assets securing such indebtedness.
The Notes will mature on November 15, 2020. Interest on the Notes accrues at a rate of 6.875% per annum and is payable semiannually in arrears
on May 15 and November 15 of each year, commencing on November 15, 2013. Nexstar Broadcasting is obligated to make each interest payment to the holders of record of the Notes on the immediately preceding May 1 and November 1.
Nexstar Broadcasting has the option to redeem all or a portion of the Notes at any time prior to November 15,
2015 at a price equal to 100% of the principal amount of the Notes redeemed plus accrued and unpaid interest to the redemption date plus a "make- whole" premium. At any time on or after November 15, 2015, Nexstar Broadcasting may redeem
the Notes, in whole or in part, at the redemption prices set forth in the Indenture. At any time before November 15, 2015, Nexstar Broadcasting may also redeem up to 35% of the aggregate principal amount of the Notes at a redemption price of
106.875% of the principal amount, plus accrued and unpaid interest, if any, to the date of redemption, with the proceeds of certain equity offerings.
Upon the occurrence of a Change of Control Repurchase Event (as defined in the Indenture), each holder of the Notes may require Nexstar
Broadcasting to repurchase all or a portion of the Notes in cash at a price equal to 101% of the aggregate principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, thereon to the date of repurchase.
The Indenture contains covenants that limit, among other things, Nexstar Broadcasting's ability to (1) incur additional debt and issue
preferred stock, (2) make certain restricted payments, (3) consummate specified asset sales, (4) enter into transactions with affiliates, (5) create liens, (6) pay dividends or make other distributions, (7) make certain investments and (8) merge or
consolidate with another person. These covenants are subject to a number of important exceptions and qualifications.
The Indenture
provides for customary events of default (subject in certain cases to customary grace and cure periods), which include nonpayment, breach of covenants in the Indenture, payment defaults or acceleration of other indebtedness, a failure to pay certain
judgments and certain events of bankruptcy and insolvency. Generally, if an event of default occurs, the Trustee or holders of at least 25% in principal amount of the then outstanding Notes may declare the principal of and accrued but unpaid
interest, including additional interest, on all the Notes to be due and payable.
The foregoing description of the Indenture is qualified
in its entirety by reference to the complete copy of that agreement that is filed as Exhibit 4.1 to Nexstar Broadcasting Group's Current Report on Form 8-K filed on November 9, 2012 and is incorporated by reference herein. The foregoing
description of the Supplemental Indenture is qualified in its entirety by reference to the complete copy of that agreement that is field as Exhibit 4.3 to Nexstar Broadcasting Group's Current Report on Form 8-K filed on October 2, 2013 and is
incorporated by reference herein. The related form of senior note is filed as Exhibit 4.2 to Nexstar Broadcasting Group's Current Report on Form 8-K filed on November 9, 2012 and is incorporated by reference herein
Registration Rights Agreement
In
connection with the offering of the Notes, the Company, Nexstar Broadcasting, and Nexstar Broadcasting Group, have agreed, pursuant to a Registration Rights Agreement, dated October 1, 2013 (the "Registration Rights Agreement"), by and
among the Company, Nexstar Broadcasting, Nexstar Broadcasting Group, Credit Suisse Securities (USA) LLC, Wells Fargo Securities, LLC, RBC Capital Markets, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc. and
SunTrust Robinson Humphrey, Inc. to (i) cause to be filed with the Securities and Exchange Commission (the "SEC") no later than 365 days after November 10, 2012, a registration statement under the Securities Act, relating to an offer to
exchange the Notes for new notes (the "Exchange Notes"), evidencing the same continuing indebtedness as the Notes and with terms substantially identical to the Notes except that the Exchange Notes will not be subject to restrictions on
transfer in the United States, (ii) use reasonable best efforts to cause such registration statement to become effective no later than November 10, 2013, (iii) in connection with the foregoing, (A) file all pre-effective amendments to such
registration statement as may be necessary in order to cause such registration statement to become effective, (B) if applicable, file a post-effective amendment to such registration statement and (C) cause all necessary filings in connection with
the registration and qualification of the Exchange Notes to be made under the state securities or blue sky laws of such jurisdictions as are necessary to permit consummation of the exchange offer, and (iv) upon the effectiveness of such registration
statement, commence the exchange offer and issue Exchange Notes in exchange for all Notes tendered pursuant to the exchange offer.
In
certain circumstances, Nexstar Broadcasting will file and cause to become effective a shelf registration statement relating to resales of any Notes and use its reasonable best efforts to maintain the effectiveness of the shelf registration statement
for at least one year or such lesser period after which all of the notes registered therein have been sold.
If Nexstar Broadcasting fails
to satisfy these obligations as set forth in the Registration Rights Agreement, it will be required to pay additional interest to the holders of the Notes. The rate of the additional interest will be 0.25% per annum for the first 90-day period
immediately following the occurrence of a Registration Default (as defined in the Registration Rights Agreement), and such rate will increase by an additional 0.25% per annum with respect to each subsequent 90-day period until all Registration
Defaults have been cured, up to a maximum additional interest rate of 1.0% per annum. Nexstar Broadcasting will pay such additional interest on regular interest payment dates until the cure of all the Registration Defaults relating to the Notes at
which time the interest rate on the Notes will revert to the original interest rate on the Notes. Such additional interest will be in addition to any other interest payable from time to time with respect to Notes.
The foregoing description of the Registration Rights Agreement is qualified in its entirety by reference to the complete copy of that
agreement that is filed as Exhibit 10.1 to Nexstar Broadcasting Group's Current Report on Form 8-K filed on October 2, 2013 and is incorporated by reference herein.
Credit Agreement Amendments
On
October 1, 2013, the Company and Nexstar Broadcasting entered into amendments to each of their senior secured credit facilities.
The
amendments provided commitments for incremental term loan facilities available to the Company of $125.0 million and to Nexstar Broadcasting of $25.0 million (the "Term Loan B-2 Commitments") and replacement revolving credit facilities
available to the Company of $30.0 million and to Nexstar Broadcasting of $75.0 million (the "Tranche A Revolving Commitments"). The proceeds of the Term Loan B-2 Commitments are expected to be used for general corporate and working capital
purposes.
Borrowings under the Term Loan B-2 Commitments bear interest at a fixed rate, which can be either a base rate plus 1.75% or, at
the Company's option, a Eurodollar rate plus 2.75%. Borrowings under the Tranche A Revolving Commitments bear interest at a floating rate, which can be either a base rate plus an applicable margin or, at the Company's option, a Eurodollar
rate plus an applicable margin, as defined in the amended credit agreement. Subject to Nexstar Broadcasting's total leverage ratio, the applicable base rate margin for the Tranche A Revolving Commitments will vary from 0.75% and 1.50% and the
applicable Eurodollar rate margin will vary from 1.75% and 2.50%.
The principal amounts under the Term Loan B-2 Commitments are reduced
by quarterly payments of 0.25%. The remainder of the principal is due in full at maturity on October 1, 2020 (subject to earlier springing maturity). The principal amounts under the Tranche A Revolving Commitments are due in full at maturity on
December 3, 2017 (subject to earlier springing maturity).
The foregoing description is qualified in its entirety by reference to the text of the
amendments, copies of which are filed as Exhibit 10.2 and 10.3 to this Current Report on Form 8-K and the terms of which are incorporated herein by reference.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.
The information provided in Item 1.01 of this Current Report on Form 8-K under the sub-headings "Indenture" and "Credit
Agreement Amendments" is hereby incorporated into this Item 2.03.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits.
Exhibit No.
Description
4.1
First Supplemental Indenture, dated October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee and collateral agent.
4.2
Indenture, dated as of November 9, 2012, among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., as a guarantor, Mission Broadcasting, Inc., as a guarantor, and The Bank of New York Mellon, as trustee (Incorporated by
reference to Exhibit 4.1 to Current Report 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)
4.3
Form of Senior Note (Incorporated by reference to Exhibit 4.2 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)
4.4
Supplemental Indenture, dated October 1, 2013 by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee (Incorporated by reference to Exhibit
4.3 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on October 2, 2013)
10.1
Registration Rights Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting Group, Inc. and Credit Suisse Securities (USA) LLC, Wells Fargo Securities,
LLC, RBC Capital Markets, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc. and SunTrust Robinson Humphrey, Inc. (Incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K (File No. 000-50478) filed by
Nexstar Broadcasting Group, Inc. on October 2, 2013)
10.2
Second Amendment (Incremental Amendment) to the Fifth Amended and Restated Credit Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Nexstar Finance Holdings, Inc.,
Bank of America, N.A. and the several Banks parties thereto.
10.3
Second Amendment (Incremental Amendment) to the Fourth Amended and Restated Credit Agreement, dated as of October 1, by and among Mission Broadcasting, Inc., Bank of America, N.A. and the several Banks parties thereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
MISSION BROADCASTING, INC.
Dated: October 3, 2013
By:
/s/ Dennis Thatcher
Name: Thomas E. Carter
Title: President and Treasurer
EXHIBIT INDEX
Exhibit No.
Description
4.1
First Supplemental Indenture, dated October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee and collateral agent.
4.2
Indenture, dated as of November 9, 2012, among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., as a guarantor, Mission Broadcasting, Inc., as a guarantor, and The Bank of New York Mellon, as trustee (Incorporated by
reference to Exhibit 4.1 to Current Report 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)
4.3
Form of Senior Note (Incorporated by reference to Exhibit 4.2 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on November 9, 2012)
4.4
Supplemental Indenture, dated October 1, 2013 by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Mission Broadcasting, Inc. and The Bank of New York Mellon, as trustee (Incorporated by reference to Exhibit
4.3 to Current Report on Form 8-K (File No. 000-50478) filed by Nexstar Broadcasting Group, Inc. on October 2, 2013)
10.1
Registration Rights Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting Group, Inc., Nexstar Broadcasting, Inc., Mission Broadcasting Group, Inc. and Credit Suisse Securities (USA) LLC, Wells Fargo Securities,
LLC, RBC Capital Markets, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc. and SunTrust Robinson Humphrey, Inc. (Incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K (File No. 000-50478) filed by
Nexstar Broadcasting Group, Inc. on October 2, 2013)
10.2
Second Amendment (Incremental Amendment) to the Fifth Amended and Restated Credit Agreement, dated as of October 1, 2013, by and among Nexstar Broadcasting, Inc., Nexstar Broadcasting Group, Inc., Nexstar Finance Holdings, Inc.,
Bank of America, N.A. and the several Banks parties thereto.
10.3
Second Amendment (Incremental Amendment) to the Fourth Amended and Restated Credit Agreement, dated as of October 1, by and among Mission Broadcasting, Inc., Bank of America, N.A. and the several Banks parties thereto.