Daily News: June 16, 2014

Wells, Others Provide Gray TV Acquisition Financing

Gray Television announced it completed a series of transactions that resulted in Gray acquiring 12 television stations and programming of three additional television stations from Hoak Media and Parker Broadcasting.

Wells Fargo Securities, Merrill Lynch and RBC Capital Markets served as the lead arrangers for Gray’s amended senior credit facility, and Jones Day served as principal legal counsel to Gray for the financing transactions.

In addition, Gray completed the refinancing of its senior credit facility, which now consists of a seven-year $525 million term loan facility and a five-year $50 million revolving credit facility. The proceeds from the term loan were used primarily to complete the Hoak Acquisition for approximately $306 million including working capital adjustments and to refinance $159 million outstanding under our previously existing term loan, pay transaction fees and expenses, and for other general corporate purposes. No amount was drawn from under the refinanced revolving credit facility.

When announcing the Hoak Acquisition on November 20, 2013, Gray reported that Excalibur Broadcasting would acquire five television stations in existing or future Gray markets from Hoak, Parker, and Prime Cities Broadcasting, and that Gray would operate these stations through shared services agreements. As a result of new FCC policies announced and imposed after the parties entered into those agreements, Excalibur and its counter-parties have abandoned those transactions.

Wells Fargo Securities served as financial advisor and Cooley served as primary legal counsel for Gray on the Hoak transactions. Jack Goodman served as legal counsel for Excalibur. Moelis & Company served as financial advisor and Akin Gump Strauss Hauer and Feld, LLP served as primary legal counsel for Hoak. Kepper, Tupper & Company served as financial advisor and Denton served as primary legal counsel for Prime Cities.

Gray is an Atlanta, GA-based television broadcast company.