8-KFiled Aug 16, 8:00 PM ET

Gray Media, Inc. Announces $750M Senior Secured Note Offering, Plans Partial 2029 Redemption

$GTN · GRAY MEDIA, INC

Research Summary

AI-generated summary of this SEC filing

Updated

Gray Media, Inc. Announces $750M Senior Secured Note Offering, Plans Partial 2029 Redemption

What Happened

  • Gray Media, Inc. (GTN) announced on August 17, 2026 that it has commenced an offering of $750 million aggregate principal amount of senior secured first‑lien notes due 2034. The offering is exempt from Securities Act registration and is being marketed to qualified institutional buyers and non‑U.S. persons.
  • The company also issued a conditional notice to redeem $675 million of its outstanding 10.500% senior secured first‑lien notes due 2029, with a planned redemption date of August 27, 2026. The redemption is conditioned on the successful closing of the new notes offering.

Key Details

  • Offering size: $750,000,000 of senior secured first‑lien notes due 2034 (commenced August 17, 2026).
  • Use of proceeds: to redeem a portion of the 2029 notes, repay a portion of revolver borrowings, and pay fees and expenses.
  • Conditional redemption: $675,000,000 of the 2029 notes; redemption price if completed: 105.250% of principal plus accrued and unpaid interest to the redemption date (planned August 27, 2026).
  • Placement: offered under Rule 144A (U.S. qualified institutional buyers) and Regulation S (non‑U.S. persons); notes and guarantees will not be registered under the Securities Act.

Why It Matters

  • This financing would extend Gray Media’s debt maturity profile by issuing notes due 2034 while reducing near‑term 2029 debt exposure if the offering closes and the conditional redemption occurs.
  • Investors should note the conditional nature of the redemption (dependent on closing the new offering), the cost of the 2029 redemption (premium of 105.250% plus accrued interest), and that the new notes are being offered privately to institutions, not through a public registration.