Gray Media (NYSE: GTN) has priced a $900 million offering of 9.625% senior secured second lien notes due 2032, marking a $150 million increase from its previously announced size. The notes were placed at 100% of par value.
Scheduled to close on July 18, 2025, proceeds will refinance Gray’s outstanding 7.000% senior notes maturing in 2027, partially repay its Term Loan F (due June 2029), and cover associated transaction fees. Restricted subsidiaries will guarantee the notes, which are being offered exclusively to qualified institutional buyers under Rule 144A and non-U.S. investors under Regulation S.
Positive
- Upsized offering signals robust investor appetite for Gray’s debt
- Par pricing indicates favorable market reception
- Extends near-term maturities through strategic refinancing
Negative
- Steep 9.625% coupon compared to 7.000% notes being retired
- Significant incremental debt burden at higher cost of capital
Insights
Gray Media secured its upsized debt offering at a premium 9.625% interest rate, signaling both investor confidence and heightened borrowing costs amid balance sheet restructuring.
Gray’s successful placement of $900 million in senior secured second lien notes reveals a nuanced capital markets narrative. The 9.625% coupon—262.5 basis points above the obligations being redeemed—reflects current market pricing for extended-duration corporate debt. While the $150 million upsizing demonstrates stronger-than-anticipated demand, the elevated rate underscores Gray’s increased cost of capital.
This refinancing strategically pushes significant obligations five years further into the future by replacing 2027 notes with 2032 maturity paper. Simultaneously, partial prepayment of its 2029 term loan creates near-term balance sheet flexibility. The secured second-lien structure strikes a balance: it pledges collateral while subordinate to senior facilities, providing creditors assurance without severely constraining operational assets.
07/08/2025 – 09:48 PM
ATLANTA, July 08, 2025 (GLOBE NEWSWIRE) — Gray Media, Inc. (“Gray”) (NYSE: GTN) completed pricing for its private offering of $900 million in 9.625% senior secured second lien notes due 2032. Representing a $150 million increase over initial targets, the notes were placed at par. The transaction is expected to settle on July 18, 2025, pending standard closing conditions.
Proceeds will combine with borrowings under Gray’s revolving credit facility to: (1) fully redeem its 7.000% 2027 senior notes; (2) partially retire Term Loan F (due June 2029); and (3) cover transaction-related expenses.
The notes carry guarantees from Gray’s restricted subsidiaries that back its existing senior credit facility, structured on a senior secured second-lien basis. Distribution adheres strictly to Rule 144A (qualified institutional buyers) and Regulation S (non-U.S. investors) guidelines.
This announcement does not constitute formal redemption notice for the 2027 notes and excludes solicitation where prohibited by securities regulations.
FAQ
What terms define Gray Media’s new notes?
$900 million principal, 9.625% coupon, 2032 maturity, priced at par.
When does this debt offering close?
Anticipated closing date is July 18, 2025.
How will Gray deploy the capital?
Primarily to redeem higher-priority 2027 notes and partially prepay 2029 term loans.
Who can purchase these notes?
Exclusively qualified institutional investors and non-U.S. persons per SEC regulations.
What guarantees support the offering?
Joint guarantees from Gray’s subsidiaries backing its senior credit facility.
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