Oct. 15, 2012
/PRNewswire/ -- Gray Television, Inc. ("
" or the "Company") (NYSE: GTN) announced today that it has substantially completed its previously announced refinancing efforts. Specifically, it has (i) amended and restated its senior credit agreement (the "New Credit Facility"), which provides for total commitments of
, consisting of a
revolving credit facility and a
term loan facility, (ii) delivered a notice of redemption relating to
's 10½% Senior Secured Second Lien Notes due 2015 (the "2015 Notes") that remain outstanding after the conclusion of
's previously announced cash tender offer (the "Tender Offer") for the 2015 Notes, which is scheduled to expire on
October 22, 2012
and (iii) completed the repurchase of all of the outstanding shares of its Series D perpetual preferred stock.
previously announced the completion of its offer and sale of
of 7½% Senior Notes due 2020 and the repurchase of
in aggregate principal amount of 2015 Notes at the early settlement date of the Tender Offer.
Borrowings under the New Credit Facility are guaranteed on a senior secured basis by all of
's existing and future subsidiaries, and are collateralized by a first priority lien on substantially all of
's and such guarantors' assets. The New Credit Facility contains customary affirmative and negative covenants with which
is required to comply.
The Company used the proceeds from borrowings of
under the New Credit Facility, and cash on hand, to repay all remaining amounts outstanding under the Company's prior senior credit facility, which was then amended and restated, and to pay related fees and expenses.
The Company also announced today that it has delivered a notice calling for redemption all of the 2015 Notes that remain outstanding following the completion of the Tender Offer at the redemption price of 107.875%, as set forth in the indenture governing the 2015 Notes, plus accrued and unpaid interest to, but not including, the date of redemption. Redemption of the remaining 2015 Notes is expected to occur on
, 2012. As of today, there is approximately
in aggregate principal amount of 2015 Notes outstanding.
intends to fund amounts necessary to purchase any additional 2015 Notes validly tendered and accepted for purchase in the Tender Offer and to redeem the remaining outstanding 2015 Notes through a combination of cash on hand and additional borrowings under the New Credit Facility.
also announced today that, on
October 9, 2012
, it completed the repurchase of all of the remaining outstanding shares of its Series D perpetual preferred stock. These shares were redeemed at their liquidation value of
per share, plus accrued dividends of
. The total amount paid of
was funded with a portion of the proceeds from
's previously completed sale of 7½% Senior Notes due 2020.
The Tender Offer is subject to the terms and conditions set forth in the Company's Offer to Purchase, dated
September 24, 2012
(the "Offer to Purchase"), and the related Letter of Transmittal (the "Letter of Transmittal"). The tender offer will expire at 12:00 midnight,
New York City
October 22, 2012
, unless extended or earlier terminated.
BofA Merrill Lynch and Wells Fargo Securities, LLC are acting the Dealer Managers for the Tender Offer. Persons with questions regarding the Tender Offer should contact BofA Merrill Lynch at (888) 292-0070 or Wells Fargo Securities, LLC at (866) 309-6316.