Gray Media issues $70M notes, buys American Spirit stations for $50M, repurchases $50M preferred at $30M

GRAY MEDIA, INC

Issued $70M of 7.250% Senior Secured First Lien Notes due 2033 at par plus accrued interest from Feb 15, 2026.
Used $40M of proceeds for first closing of acquisition of six TV stations from American Spirit Media for total $50M.
Used $30M to repurchase 50,000 shares Series A Preferred Stock ($50M liquidation preference), a discount to par.
Acquired stations: WUPW (Toledo), WDBD (Jackson), WSFX-TV (Wilmington), WXTX (Columbus), KAUZ-TV (Wichita Falls), KVHP (Lake Charles).
Second closing expected Q4 2026 pending regulatory approvals; Gray expects transaction to be cash flow accretive with no increase in leverage.

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