ATLANTA, June 7, 2016 /PRNewswire/ -- Gray
Television, Inc. ("Gray," "we," "our" or the "Company") (NYSE: GTN
and GTN.A) announced today that it has priced its offering of
$500.0 million aggregate principal
amount of 5.875% senior notes due 2026 (the "Notes"), an increase
of $75.0 million over its previously
announced offer size. The Notes were priced at 100% of
par. The Company's existing, and certain future, subsidiaries
will guarantee the Notes on a senior unsecured basis. The sale of
the Notes is expected to be completed on June 14, 2016, subject to customary closing
conditions.
The Company intends to use the net proceeds from the offering to
repay the outstanding term loan entered into in February 2016 under the Company's senior credit
facility and the transaction fees and expenses of the offering. The
Company intends to use the remaining net proceeds from the offering
for general corporate purposes, which may include, among other
things, the repayment of other debt outstanding from time to time,
capital expenditures, the financing of possible future business
expansions and acquisitions, working capital and the financing of
ongoing operating expenses and overhead.
The Notes and the related guarantees have not been, and will not
be, registered under the Securities Act of 1933 or the securities
laws of any other jurisdiction and may not be offered or sold in
the United States absent
registration or an applicable exemption therefrom. The Notes
will be offered only to qualified institutional buyers under Rule
144A and to persons outside the United
States under Regulation S.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the Notes, and shall not constitute
an offer, solicitation or sale of any Notes in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
This press release is being issued pursuant to and in accordance
with Rule 135c under the Securities Act of 1933.
Cautionary Statements for Purposes of the "Safe Harbor"
Provisions of the Private Securities Litigation Reform Act
This press release contains statements that constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 and the federal securities
laws. These "forward-looking statements" are statements other than
statements of historical fact, and may include, among other things,
statements regarding our current expectations and beliefs as to the
consummation of the offering of Notes and the use of proceeds
thereof, and other future events. Actual results are subject to a
number of risks and uncertainties and may differ materially from
the current expectations and beliefs discussed in this press
release. All information set forth in this release is as of
June 7, 2016. We do not intend, and
undertake no duty, to update this information to reflect future
events or circumstances. Information about certain potential
factors that could affect our business and financial results and
cause actual results to differ materially from those expressed or
implied in any forward-looking statements are included under the
captions "Risk Factors" and "Management's Discussion and Analysis
of Financial Condition and Results of Operations," in our Annual
Report on Form 10-K for the year ended December 31, 2015 and our Quarterly Report on
Form 10-Q for the quarter ended March 31,
2016, each of which is on file with the SEC and available at
the SEC's website at www.sec.gov.
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SOURCE Gray Television, Inc.