REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 21st, 2013 • Gray Television Inc • Television broadcasting stations • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 18, 2013, by and among Gray Television, Inc., a Georgia corporation (the “Company”), the guarantors party hereto (collectively, the “Guarantors”), and Wells Fargo Securities, LLC (“Wells Fargo”), Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and RBC Capital Markets, LLC (together with Wells Fargo and Merrill Lynch, the “Initial Purchasers”), all of whom have agreed to purchase from the Company $375,000,000 of the Company’s 7 1⁄2% Senior Notes due 2020 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) set forth in the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein together referred to as the “Initial Securities.”
SUPPLEMENTAL INDENTURESupplemental Indenture • October 21st, 2013 • Gray Television Inc • Television broadcasting stations • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of October 18, 2013, by and among Gray Television, Inc., a Georgia corporation (the “Company”), the Subsidiary Guarantors (as defined in the Base Indenture (as defined below)) and U.S. Bank National Association, a national association under the laws of the United States, as trustee under the Indenture (defined below) (the “Trustee”).
