ATLANTA, April 29 /PRNewswire-FirstCall/ -- Gray
Television, Inc. ("Gray" or the "Company") (NYSE: GTN) announced
today that it has completed the issuance of $365 million aggregate principal amount of its
10½% senior secured second lien notes due 2015 (the "Notes").
The Notes were priced at 98.085% of par. Interest on the
Notes is payable semiannually, on May 1 and November 1 of
each year, commencing November 1, 2010, and the Notes will
mature on June 29, 2015. The Notes are secured on a
second priority basis, subject to certain exceptions and certain
permitted liens, by the Company's, and its subsidiary guarantors',
assets that secure the Company's senior credit facility on a first
priority basis. The Company's existing, and certain future,
subsidiaries are guaranteeing the Notes.
The Company used the net cash proceeds from the offering of
Notes to (i) repay $300 million of
its outstanding term loans under its senior credit facility, (ii)
fund the cash portion of the concurrent repurchase of approximately
$60.7 million in face amount of
Series D perpetual preferred stock, and $14.9 million in accrued dividends thereon, in
exchange for $50 million in cash and
the issuance of 8.5 million shares of common stock, and (iii) pay
related fees and expenses, including advisory fees.
With the completion of these transactions, and by repaying
$300 million of its outstanding term
loans, the Company reduced the total interest cost of borrowings
under its senior credit facility from an effective interest rate of
LIBOR plus 8.50% to an effective rate of LIBOR plus 4.25%,
including the reduction or elimination of certain fees, and
achieved significant additional covenant flexibility under its
senior credit facility.
The Notes and the related guarantees have not been, and will not
be, registered under the Securities Act or the securities laws of
any other place and may not be offered or sold in the United States absent registration or an
applicable exemption therefrom. The Notes were 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, nor shall there be any
offer, solicitation or sale of any Notes in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
This notice is being issued pursuant to and in accordance
with Rule 135c under the Securities Act.
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 not statements of
historical fact, and may include, among other things, statements
regarding our current expectations and beliefs as to operating
results, future revenues and expenses, the timing, costs and our
ability to consummate any future transactions, 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 April 29, 2010. 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,
2009, which is on file with the SEC and available at the
SEC's website at www.sec.gov.
Gray Television, Inc.
Gray Television, Inc. is a television broadcast company
headquartered in Atlanta, Georgia.
We currently operate 36 television stations serving 30 markets.
Each of the stations are affiliated with either CBS (17 stations),
NBC (10 stations), ABC (8 stations) or FOX (1 station). In
addition, we currently operate 39 digital second channels including
1 ABC, 4 FOX, 7 CW, 18 MyNetworkTV, 2 Universal Sports Network
affiliates and 7 local news/weather channels in certain of our
existing markets.
SOURCE Gray Television, Inc.