Gray Announces Upsizing and Pricing of $900 Million of 9.625% Senior Secured Second Lien Notes due 2032

Core Viewpoint - Gray Media, Inc. announced a private offering of $900 million in senior secured second lien notes with a 9.625% interest rate, increasing the previously announced amount by $150 million [1] Group 1: Offering Details - The notes are priced at 100% of par and the offering is expected to close on July 18, 2025, subject to customary closing conditions [1] - The proceeds from the notes will be used to redeem all outstanding 7.000% senior notes due 2027, repay a portion of a term loan due June 4, 2029, and cover fees and expenses related to the offering [2] Group 2: Guarantees and Regulations - The notes will be guaranteed on a senior secured second lien basis by existing and future restricted subsidiaries of Gray that guarantee its existing senior credit facility [3] - The offering is restricted to qualified institutional buyers under Rule 144A and non-U.S. persons under Regulation S of the Securities Act, and the notes will not be registered under the Securities Act [4] Group 3: Additional Information - The press release clarifies that it does not constitute a notice of redemption for the 2027 Notes or an offer to sell the notes in jurisdictions where such offers would be unlawful [5]