ATLANTA, Nov. 29, 2017 /PRNewswire/ -- Gray Television,
Inc. ("Gray," "we," "us" or "our") (NYSE: GTN and GTN.A) announced
today that it has priced its previously announced underwritten
public offering of 15 million shares of its common stock, at a
price to the public of $14.50 per
share. Gray has also granted the underwriters a 30-day option to
purchase up to an additional 2.25 million shares of common stock.
The offering is expected to close on December 4, 2017, subject to the satisfaction of
customary closing conditions.
Gross proceeds from the offering are expected to be
approximately $217.5 million before
deducting underwriting discounts and commissions and estimated
offering expenses (or approximately $250.1
million if the underwriters exercise their option to
purchase additional shares of common stock in full). We intend to
place the net proceeds from the offering, including any net
proceeds from the underwriters' exercise of the option to purchase
additional shares, in our corporate treasury for general corporate
purposes, and such net proceeds may be used from time to time for,
among other things, repayment of outstanding debt, capital
expenditures, the financing of possible future business expansions
and acquisitions, increasing our working capital and the financing
of ongoing operating expenses and overhead.
Wells Fargo Securities is serving as the Sole Book-Running
Manager for the offering. BofA Merrill Lynch and Deutsche Bank
Securities are serving as Senior Co-Managers for the offering, and
Stephens Inc., Barrington Research, Benchmark, G.research, LLC and
Noble Capital Markets are serving as Co-Managers.
A shelf registration statement relating to the securities being
offered was filed with the Securities and Exchange Commission (the
"SEC") and is effective. This press release does not
constitute an offer to sell or the solicitation of an offer to buy
any securities described herein, nor shall there be any sale of the
securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities law of any such jurisdiction.
The offering may only be made by means of a prospectus and the
related prospectus supplement. When available, copies of the
prospectus supplement and accompanying prospectus relating to the
offering may be obtained free of charge on the SEC's website at
http://www.sec.gov. Copies of the prospectus supplement and the
accompanying prospectus relating to these securities may also be
obtained from Wells Fargo Securities, Attention: Equity Syndicate
Department, 375 Park Avenue, New York,
New York 10152, by telephone at 1-800-326-5897, or by e-mail
at cmclientsupport@wellsfargo.com.
About Gray
Gray owns and/or operates over 100 television stations across 57
television markets that collectively broadcast over 200 program
streams including over 100 channels affiliated with the CBS
Network, the NBC Network, the ABC Network and the FOX Network. Our
portfolio includes the number-one and/or number-two ranked
television station operations in essentially all of our markets,
which collectively cover approximately 10.4 percent of total
United States television
households.
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 other federal
securities laws. These "forward-looking statements" are statements
other than statements of historical fact, and may relate to, among
other things, statements regarding our current expectations and
beliefs as to the ability to complete the offering, uses of
proceeds thereof, other future events, and other risks detailed in
the prospectus supplement and accompanying prospectus related to
the offering and the shelf registration statement. 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 the date hereof. 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, 2016 and may
be contained in reports subsequently filed with the SEC and
available at the SEC's website at www.sec.gov.
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SOURCE Gray Television