Gray Media, Inc. Issues $750M 7.5% Senior Secured Notes to Refinance 2029 Debt

What Happened

• Gray Media, Inc. filed an 8-K on August 21, 2026 announcing it issued $750,000,000 of 7.500% senior secured first lien notes due September 15, 2034 (the “Notes”) under an indenture with U.S. Bank Trust Company, N.A. as trustee and collateral agent. The Notes were issued at par.
• Net proceeds are being used to (i) redeem $675 million aggregate principal of the company’s 10.500% senior secured first lien notes due 2029, (ii) repay $21 million of borrowings under its revolving credit facility, and (iii) pay offering fees, call premium and accrued interest. Gray also issued a press release announcing the closing (Exhibit 99.1).

Key Details

• Amount & rate: $750,000,000 principal; 7.500% coupon; interest accrues from Aug 21, 2026 and is paid semiannually on March 15 and September 15 (first payment Mar 15, 2027). Maturity: Sept 15, 2034.
• Use of proceeds: $675M to redeem 10.500% notes due 2029; $21M to repay revolver; remainder for fees, premiums and expenses.
• Security & ranking: Notes and guarantees are senior secured first‑lien obligations; they rank pari passu with other senior unsubordinated secured debt and are effectively senior to unsecured or junior‑lien debt to the extent of collateral value.
• Covenants & defaults: Indenture includes customary covenants limiting additional debt, restricted payments, affiliate transactions, asset sales, liens, mergers, and designations of unrestricted subsidiaries; customary events of default (including payment failures, covenant breaches, bankruptcy). Holders of at least 25% of outstanding notes (or the trustee) can accelerate debt on default.

Why It Matters

• This refinancing replaces higher‑cost 10.50% 2029 notes with lower‑cost 7.50% debt and pushes the company's secured note maturity out to 2034, which reduces near‑term refinancing pressure and lowers coupon expense (based on stated rates).
• The new notes come with standard secured‑debt protections and financial covenants that may constrain certain corporate actions (e.g., additional borrowing, distributions, asset sales). Investors should note both the extended maturity/interest benefit and the presence of first‑lien security and covenant restrictions when assessing Gray’s credit and liquidity profile.