Gray Television Prices Public Offering of Common Stock

Press release from the issuing company

Monday, March 30th, 2015

Gray Television, Inc. announced today that it has priced its previously announced underwritten public offering of 12 million shares of its common stock at a price to the public of $13.00 per share. Gray has also granted the underwriters a 30-day option to purchase up to an additional 1.8 million shares of common stock. The offering is expected to close on March 31, 2015, subject to the satisfaction of customary closing conditions.

The gross proceeds from the offering are approximately $156.0 million before deducting underwriting discounts and commissions and estimated offering expenses (or approximately $179.4 million if the underwriters exercise their option to purchase additional shares of common stock in full). We intend to place the net proceeds (after deducting underwriting discounts and commissions and estimated offering expenses) from the offering in our corporate treasury for general corporate purposes, and such net proceeds may be used from time to time for, among other things, repayment of outstanding debt, capital expenditures, the financing of possible future business expansions and acquisitions, increasing our working capital and the financing of ongoing operating expenses and overhead.

Wells Fargo Securities is acting as the bookrunning manager and representative of the underwriters for the offering. RBC Capital Markets is also acting as a bookrunner. Barrington Research and Sidoti & Company, LLC are acting as co-managers for the offering.

A shelf registration statement relating to the securities being offered was filed with the Securities and Exchange Commission (the "SEC") and is effective.  This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities described herein, nor shall there be any sale of the securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities law of any such jurisdiction. The offering may only be made by means of a prospectus and the related prospectus supplement. When available, copies of the prospectus supplement and accompanying prospectus relating to the offering may be obtained free of charge on the SEC's website at http://www.sec.gov.  Copies of the prospectus supplement and the accompanying prospectus relating to these securities may also be obtained from Wells Fargo Securities, Attention: Equity Syndicate Department, 375 Park Avenue, New York, New York 10152, by telephone at 1-800-326-5897, or by e-mail at [email protected].