Filing Flows › Gray Media (GTN) › Takeover & LBO
Is Gray Media (GTN) a takeover target?
A leveraged buyout at today's price plus 30% ($5.84 a share) would return about 16% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $0.61 a share (−86% against today's $4.49). It already carries 6.8× EBITDA in net debt (the model flags anything over 6×), so a buyer could add little debt of its own. Historically 4.4% of companies with its figures were bought within a year (0.88× the average).
The buyout, step by step
| Entry | Amount | How |
|---|---|---|
| Offer price a share | $5.84 | today's $4.49 plus 30% |
| × shares | 100.0 million | |
| = Equity value | $584M | |
| + Debt refinanced | $5.8B | |
| − Cash | $154M | |
| = Enterprise value | $6.2B | 7.5× EBITDA of $827M |
| Fees | $125M | 2% of the price |
| New debt | $4.0B | 4.9× EBITDA at 7.65% a year; the limit that binds: 65% of the price |
| Buyer's own money | $2.3B | 36% of the cost |
5 years under the buyer
| Year | Revenue | EBITDA | Interest | Free cash flow | Debt left |
|---|---|---|---|---|---|
| Year 1 | $3.4B | $833M | $310M | $362M | $3.7B |
| Year 2 | $3.4B | $843M | $282M | $391M | $3.3B |
| Year 3 | $3.5B | $859M | $252M | $426M | $2.9B |
| Year 4 | $3.6B | $880M | $220M | $467M | $2.4B |
| Year 5 | $3.7B | $906M | $184M | $515M | $1.9B |
The exit and the buyer's return
| Exit | Amount | |
|---|---|---|
| Exit multiple | 7.4× EBITDA | today's trading multiple, before any premium |
| Enterprise value at exit | $6.7B | |
| − Debt left | $1.9B | |
| = Buyer's equity | $4.8B | |
| Money multiple | 2.08× | on $2.3B put in |
| Buyer's yearly return (IRR) | 15.7% |
Price against return
What the buyer makes at other premiums over today's $4.49; the IRR reaches 20% at $0.61 a share.
| Premium | Price a share | Buyer's IRR |
|---|---|---|
| 10% | $4.94 | 16.5% |
| 20% | $5.39 | 16.1% |
| 30% | $5.84 | 15.7% |
| 40% | $6.29 | 15.4% |
| 50% | $6.74 | 15.0% |
The figures used
| Figure | Amount | |
|---|---|---|
| Revenue, last 12 months | $3.4B | |
| EBITDA, last 12 months | $827M | 24.5% of revenue |
| Depreciation and amortization | $228M | |
| Capital spending | $114M | |
| Debt | $5.8B | |
| Cash | $154M | |
| Share price | $4.49 | on Oct 30, 2026 |
Fixed rules, the same as the interactive view's starting point: the shares are bought at today's price plus 30%, the company's debt is refinanced and fees take 2%. New debt is the least of 5.5× EBITDA, 65% of the price and the amount whose interest EBITDA covers 2 times, at 7.65% a year (SOFR 3.89% plus the high-yield B spread 3.26% plus 0.5%, rates of Oct 15, 2026). Revenue grows 0.7% in the first year — the company's own rate, held between −3% and +8% — fading to 3% by year 5; the EBITDA margin, depreciation and capital spending stay at today's share of revenue; working capital takes 10% of each year's added revenue; tax is 15% of profit after interest. Every dollar of free cash flow repays debt. After 5 years the buyer sells at today's multiple of EBITDA.
What a takeover could cost
Takeovers on record paid a median premium of 32.5% over the share price before the deal (the middle half 20% to 51.8%), according to the 1,437 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Gray Media would cost about $5.95 a share, $595M for all its shares.
| Premium | % | Price a share | All shares |
|---|---|---|---|
| Low end (a quarter of deals paid less) | 20% | $5.39 | $539M |
| Median | 32.5% | $5.95 | $595M |
| High end (a quarter paid more) | 51.8% | $6.82 | $682M |
The odds, from history
Historically 4.4% of companies with its figures were bought within a year (0.88× the average). Its figures put it in decile 5 of 10 (10 = the most likely to be bought). The odds come from a model of every merger proxy, tender-offer response and going-private statement filed on EDGAR since 2011, set against each company's size, margins, debt, cash flow and growth the year before.
Gray Media's latest quarter
Gray Media, Q3 2026: revenue $972M (+30% year over year), operating margin 27.4%, net earnings $78.0M, operating cash flow $134M. The chart follows the revenue to costs, profit and cash.
Questions
Is Gray Media being acquired?
No headline, 8-K or 13D about a sale is on file in the last year.
Could private equity buy Gray Media?
A leveraged buyout at today's price plus 30% ($5.84 a share) would return about 16% a year to a private-equity buyer over 5 years; the most a buyer could pay for a 20% return is $0.61 a share (−86% against today's $4.49). It already carries 6.8× EBITDA in net debt (the model flags anything over 6×), so a buyer could add little debt of its own.
What would a takeover of Gray Media cost?
Takeovers on record paid a median premium of 32.5% over the share price before the deal (the middle half 20% to 51.8%), according to the 1,437 merger proxies and tender-offer responses on EDGAR that state a premium. At the median, Gray Media would cost about $5.95 a share, $595M for all its shares.
Updated Nov 8, 2026. Read automatically from SEC filings and public data; errors are possible. Not investment advice.