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Note 4 - Long-term Debt
12 Months Ended
Dec. 31, 2020
Notes to Financial Statements  
Debt Disclosure [Text Block]

4.     Long-term Debt

 

As of December 31, 2020, long-term debt consisted of obligations under our 2019 Senior Credit Facility (as defined below), our 5.875% senior notes due 2026 (the “2026 Notes”), our 7.0% senior notes due 2027 (the “2027 Notes”) and our 4.75% senior notes due 2030 (the “2030 Notes”). As of December 31, 2019, long-term debt primarily consisted of obligations under our 2017 Senior Credit Facility (as defined below), our 5.125% senior notes due 2024 (the “2024 Notes”), our 2026 Notes and our 2027 Notes as follows (in millions):

 

  

December 31,

 
  

2020

  

2019

 

Long-term debt including current portion:

        

2017 Term Loan

 $595  $595 

2019 Term Loan

  1,190   1,190 

2024 Notes

  -   525 

2026 Notes

  700   700 

2027 Notes

  750   750 

2030 Notes

  800   - 

Total outstanding principal

  4,035   3,760 

Unamortized deferred loan costs - 2019 Term Loan

  (34)  (44)

Unamortized deferred loan costs - 2024 Notes

  -   (5)

Unamortized deferred loan costs - 2026 Notes

  (6)  (7)

Unamortized deferred loan costs - 2027 Notes

  (10)  (11)

Unamortized deferred loan costs - 2030 Notes

  (14)  - 

Unamortized premium - 2026 Notes

  3   4 

Long-term debt, less deferred financing costs

 $3,974  $3,697 
         

Borrowing availability under Revolving Credit Facility

 $200  $200 

 

Borrowings under the 2019 Term Loan and the 2017 Term Loan bear interest, at our option, at either the London Interbank Offered Rate (“LIBOR”) or the Base Rate, in each case, plus an applicable margin. As of December 31, 2020, the interest rate on the balance outstanding under the 2019 Term Loan and the 2017 Term Loan were 2.7% and 2.4%, respectively. The 2019 Term Loan and the 2017 Term Loan mature on January 2, 2026 and February 7, 2024, respectively.

 

On October 19, 2020, we issued $800 million of our 2030 Notes and used the net proceeds therefrom, after deducting transaction fees and estimated expenses, to redeem all of our outstanding 2024 Notes and to pay all fees and expenses in connection with the offering, including the redemption premium applicable to the 2024 Notes. We intend to use the remaining net proceeds for general corporate purposes, which could include the repayment of outstanding debt from time to time. The interest rate and yield on the 2030 Notes is 4.75%. The 2030 Notes rank equally with the 2027 Notes and the 2026 Notes and the 2030 Notes mature on October 15, 2030. Interest is payable semiannually, on April 15 and October 15 of each year.

 

As of December 31, 2020, the aggregate minimum principal maturities of our long-term debt were as follows (in millions):

 

  

Minimum Principal Maturities

 
  

2019 Senior

  

2026

  

2027

  

2030

     

Year

 

Credit Facility

  

Notes

  

Notes

  

Notes

  

Total

 

2021

 $-  $-  $-  $-  $- 

2022

  -   -   -   -   - 

2023

  -   -   -   -   - 

2024

  595   -   -   -   595 

2025

  -   -   -   -   - 

Thereafter

  1,190   700   750   800   3,440 

Total

 $1,785  $700  $750  $800  $4,035 

 

Collateral, Covenants and Restrictions. Our obligations under the 2019 Senior Credit Facility are secured by substantially all of our consolidated assets, excluding real estate. In addition, substantially all of our subsidiaries are joint and several guarantors of, and our ownership interests in those subsidiaries are pledged to collateralize, our obligations under the 2019 Senior Credit Facility. Gray Television, Inc. is a holding company, and has no material independent assets or operations. For all applicable periods, the 2026 Notes, 2027 Notes and 2030 Notes have been fully and unconditionally guaranteed, on a joint and several, senior unsecured basis, by substantially all of Gray Television, Inc.’s subsidiaries. Any subsidiaries of Gray Television, Inc. that do not guarantee the 2026 Notes, 2027 Notes and 2030 Notes are not material. As of December 31, 2020, there were no significant restrictions on the ability of Gray Television, Inc.'s subsidiaries to distribute cash to Gray or to the guarantor subsidiaries.

 

The 2019 Senior Credit Facility contains affirmative and restrictive covenants with which we must comply, including: (a) limitations on additional indebtedness, (b) limitations on liens, (c) limitations on the sale of assets, (d) limitations on guarantees, (e) limitations on investments and acquisitions, (f) limitations on the payment of dividends and share repurchases, (g) limitations on mergers and (h) maintenance of the First Lien Leverage Ratio while any amount is outstanding under the revolving credit facility, as well as other customary covenants for credit facilities of this type. The 2026 Notes, 2027 Notes and 2030 Notes include covenants with which we must comply which are typical for borrowing transactions of their nature. As of December 31, 2020 and 2019, we were in compliance with all required covenants under all our debt obligations.

 

Interest Payments. For all of our interest-bearing obligations, we made interest payments of approximately $179 million, $212 million and $95 million during 2020, 2019 and 2018, respectively. We did not capitalize any interest payments during those years.

 

Amendments. On February 19, 2021, we entered into an amendment to the 2019 Senior Credit Facility, which, among other things, increases availability under the revolving credit facility  (the "Revolving Credit Facility") under the 2019 Senior Credit Facility from an aggregate principal amount of $200 million to an aggregate principal amount of  $300 million. Please refer to Note 16 "Subsequent Events" for more information.