ATLANTA, July 24, 2014 /PRNewswire/ -- Gray
Television, Inc. ("Gray" or "we" or "our") (NYSE: GTN and
GTN.A) announced today that it has agreed to acquire WJRT-TV
and WTVG-TV from affiliates of SJL Holdings, LLC ("SJL") for
approximately $128.0 million in
cash.
WJRT-TV and WTVG-TV are ABC-affiliated television stations
serving the Flint-Saginaw-Bay City,
Michigan, and Toledo, Ohio,
television markets, respectively. In addition, WTVG-TV will
soon add a local CW station as a multicast channel. Nielsen
ranks the Flint-Saginaw-Bay City,
Michigan and Toledo, Ohio
DMAs as the 68th and 76th largest television markets in
the United States,
respectively.
Both WJRT-TV and WTVG-TV lead their local markets in all-day
ratings and in most, if not all, local newscasts. According
to BIA revenue data, WJRT-TV is the highest ranked television
station in its market, and WTVG-TV is a close second ranked station
in its market.
Strategically, these transactions reinforce Gray's
transformative growth strategy as we continue to acquire quality
assets in attractive markets. As such, the transaction is
consistent with Gray's strategy of enhancing shareholder value
through select acquisitions of market-leading stations that share
the culture and values of our existing television stations.
"We are very excited to add two more outstanding,
community-focused television stations and their growing, dynamic
markets to the Gray portfolio," said Hilton
Howell, Gray's President and CEO. "Under SJL's
stewardship, these stations have grown their news operations,
ratings, revenue, and income at very impressive levels. With
Gray's backing and the strong teams already in place in
Flint and Toledo, WJRT-TV and WTVG-TV will enhance their
leading local positions even further," he added.
Brian Lilly, President of SJL,
commented, "We are pleased that our dedicated employees will have
the opportunity to work with Gray, a company that shares our
commitment to quality journalism and service to the community."
The transaction purchase price represents a multiple of
approximately 7.0 times a blended average of 2012-2013 pro forma
broadcast cash flow of the stations including expected
synergies. As such, Gray's acquisition of WJRT-TV and WTVG-TV
will be immediately free cash flow accretive to Gray.
Gray expects to finance the transaction with new term loans, cash
on hand and/or by accessing the capital markets.
The transaction is subject to receipt of regulatory and other
approvals and is expected to close in the third or fourth quarter
of 2014. Cooley LLP served as legal counsel for Gray.
Proskauer served as legal counsel for SJL.
The Company
We are a television broadcast company headquartered in
Atlanta, Georgia, that owns and/or
operates television stations and leading digital assets in markets
throughout the United States. Upon completion of all pending
transactions, we will own and/or operate television stations in 44
television markets broadcasting 142 program streams including 77
affiliates of the Big Four networks (ABC, CBS, NBC and FOX).
At that time, our owned and/or operated stations will include
twenty-seven channels affiliated with the CBS Network, twenty-four
channels affiliated with the NBC Network, sixteen channels
affiliated with the ABC Network and ten channels affiliated with
the FOX Network. We will then own and/or operate the
number-one ranked television station in 29 of those 44 markets and
the number-one or number-two ranked television station operations
in 40 of those 44 markets. We will reach approximately 8.1
percent of total United States
television households.
SOURCE Gray Television, Inc.