3.	Long-term Debt

As of December 31, 2015 and 2014, long-term debt balances consisted of the following (in thousands):

	December 31,
	2015		2014
Long-term debt including current portion:
Senior Credit Facility		556,438		556,438
2020 Notes		675,000		675,000
Total outstanding principal		1,231,438		1,231,438
Unamortized net premium - 2020 Notes		4,099		4,963
Net carrying value	$	1,235,537	$	1,236,401

Borrowing availability under the Revolving Credit Facility	$	50,000	$	50,000

Senior Credit Facility

On June 13, 2014 (the “Closing Date”), Gray amended and restated its then-existing senior credit facility in the form of a new agreement (the “Senior Credit Facility”).

As amended, the Senior Credit Facility provided total commitments of $625.0 million, consisting of a $575.0 million term loan facility (the “2014 Term Loan”) and a $50.0 million revolving credit facility (the “ 2014 Revolving Credit Facility”).

On the Closing Date, we borrowed $525.0 million under the 2014 Term Loan. Proceeds from borrowings under the 2014 Term Loan were used to repay all amounts outstanding under the Company’s then-existing senior credit facility, to fund the cash purchase price to complete the Hoak Acquisition and to pay related fees and expenses, as well as for general corporate purposes.

On September 15, 2014, we borrowed an additional $100.0 million under the 2014 Term Loan. Proceeds from this borrowing were used to fund a portion of the cash purchase price to complete the SJL Acquisition.

At December 31, 2015, 2014 Term Loan borrowings bore interest, at our option, at either the Base Rate (as defined below) plus 1.75% to 2.0% or the London Interbank Offered Rate (“LIBOR”) plus 2.75% to 3.0%, subject to a LIBOR floor of 0.75%, in each case based on a first lien leverage ratio test as set forth in the Senior Credit Facility (the “First Lien Ratio Test”). In connection with the completion of the Schurz Acquisition and Related Transactions, we entered into an amendment to the Senior Credit Facility (the “Amendment and Incremental Facility”), pursuant to which, among other things, the interest rate applicable to the 2014 Term Loan was modified to be, at our option, either the Base Rate plus 2.1875% or LIBOR plus 3.1875%, subject to a LIBOR floor of 0.75%.

The 2014 Term Loan also required us to make quarterly principal repayments equal to 0.25% of the outstanding principal amount of the 2014 Term Loan beginning September 30, 2014. However, in December 2014, we made voluntary principal pre-payments totaling $67.0 million on the outstanding balance of the 2014 Term Loan and as a result we are not required to make any additional principal payments until the 2014 Term Loan matures on June 13, 2021.

Borrowings under the 2014 Revolving Credit Facility bear interest, at our option, based on the Base Rate plus 1.0% to 1.5% or LIBOR plus 2.0% to 2.5%, in each case based on the First Lien Ratio Test. Base Rate is defined as the greatest of (i) the administrative agent’s prime rate, (ii) the overnight federal funds rate plus 0.50% and (iii) one-month LIBOR plus 1.0%. We are required to pay a commitment fee on the average daily unused portion of the 2014 Revolving Credit Facility, which rate ranges from 0.375% to 0.50% on an annual basis, based on a first lien ratio test.

The 2014 Revolving Credit Facility matures on June 13, 2019, and the 2014 Term Loan matures on June 13, 2021.

Excluding accrued interest, the amount outstanding under our Senior Credit Facility as of December 31, 2015 consisted solely of a 2014 Term Loan balance of $556.4 million. As of December 31, 2015, the interest rate on the balance outstanding under the Senior Credit Facility was 3.8%.

Our maximum borrowing availability under the Senior Credit Facility as a whole is limited by our required compliance with certain restrictive covenants, including a first lien net leverage ratio covenant. Our borrowing availability under the 2014 Revolving Credit Facility was $50.0 million as of December 31, 2015.

In connection with the entry into the Senior Credit Facility we incurred total loan issuance costs of approximately $9.21 million, including bank fees and other professional fees in 2014. As of December 31, 2015 and 2014, we had a deferred loan cost balance, net of accumulated amortization, of $6.1 million and $7.4 million, related to the Senior Credit Facility.

The 2014 amendment and restatement of the Senior Credit Facility was determined to be a significant modification and, as a result, we recorded a related loss from early extinguishment of debt of $4.9 million in the year ended December 31, 2014.

In connection with the completion of the Schurz Acquisition and Related Transactions, we entered into the Amendment and Incremental Facility, pursuant to which, among other things, on February 16, 2016, we incurred an additional $425.0 million of debt under an incremental term loan (the “2016 Term Loan”) under the Senior Credit Facility and the revolving loan commitment under the Senior Credit Facility was increased by $10.0 million to $60.0 million. See Note 11 “Subsequent Events” for a discussion of this amendment and the additional debt incurred.

2020 Notes

As of December 31, 2015 and 2014, we had $675.0

million of our 7½% Senior Notes due 2020 (the “2020 Notes”) outstanding. As of December 31, 2015 and 2014, the coupon interest rate and the yield on the 2020 Notes were 7.5%

and 7.3%

, respectively. As of December 31, 2015 and 2014, we had a deferred loan cost balance, net of accumulated amortization, of $9.3

million and $11.3 million, related to our 2020 Notes.

We may redeem some or all of the 2020 Notes at specified redemption prices. If we sell certain of our assets or experience specific kinds of changes of control, we must offer to repurchase the 2020 Notes. The 2020 Notes mature on October 1, 2020. Interest on the 2020 Notes is payable semiannually, on April 1 and October 1 of each year. As of December 31, 2015 and 2014, we were in compliance with all covenants required under the 2020 Notes.

Gray Television, Inc. is a holding company with no material independent assets or operations. For all periods presented, the 2020 Notes have been fully and unconditionally guaranteed, on a joint and several, senior unsecured basis, by all of Gray Television, Inc.’s subsidiaries. As December 31, 2015, there were no significant restrictions on the ability of Gray Television, Inc.’s subsidiaries to distribute cash to Gray or to the guarantor subsidiaries.

In connection with the issuance of $375.0 million of our 2020 Notes in 2013, we incurred issuance costs of approximately $7.3 million, including bank fees and other professional fees.

Maturities

Aggregate minimum principal maturities on long-term debt as of December 31, 2015 were as follows (in thousands):

	Minimum Principal Maturities
Year	Senior Credit Facility		2020 Notes		Total
2016	$	-	$	-	$	-
2017		-		-		-
2018		-		-		-
2019		-		-		-
2020		-		675,000		675,000
Thereafter		556,438		-		556,438
Total	$	556,438	$	675,000	$	1,231,438

Interest Payments

For all of our interest bearing obligations, we made interest payments of approximately $76.9 million, $61.9 million and $49.4 million during 2015, 2014 and 2013, respectively. We did not capitalize any interest payments during the years ended December 31, 2015, 2014 or 2013.