NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
ATLANTA, Jan. 04, 2019 (GLOBE NEWSWIRE) -- Gray Television, Inc. (“Gray” or the “Corporation”) announced today that, in connection with the Corporation’s previously announced acquisition of all of the issued and outstanding shares of capital stock of Raycom Media, Inc. (“ Raycom ”), an insider of Frankly Inc. (“ Frankly ”), which is publicly traded under ticker TLK on Canada’s TSX Venture Exchange, the Corporation has filed an early warning report with the Canadian Securities Administrators respect to its acquisition of indirect control of 547,325 common shares (“ Common Shares ”) and 871,160 common share purchase warrants (“ Warrants ”) in the capital of Frankly. The Common Shares represent approximately 20.6% of Frankly’s issued and outstanding Common Shares on a non-diluted basis. The Warrants, if fully exercised, together with the Common Shares currently held by Raycom, collectively represent approximately 40.2% of Frankly’s issued and outstanding Common Shares on a partially-diluted basis.
On June 25, 2018, Gray and Raycom announced that they had entered into an Agreement and Plan of Merger dated June 23, 2018 (the “ Agreement ”) pursuant to which Gray would acquire all of the issued and outstanding shares of Raycom (the “ Transaction ”). On January 2, 2019 Gray announced that it had completed the Transaction. As a result, Gray has acquired indirect control, through its acquisition of Raycom, of the above-noted Common Shares and Warrants of Frankly owned by Raycom. Immediately before the Transaction, Gray did not own or control any securities of Frankly.
Gray intends to evaluate Raycom’s investment in Frankly from time to time and may, based on such evaluation, market conditions and other circumstances, increase or decrease its ownership, control or direction over the securities of Frankly, through market transactions, private agreements or otherwise.
Frankly’s head office is located at 27-01 Queens Plaza North, Suite 502, Long Island City, New York, United States of America, 11101.
The early warning report to which this press release relates will be filed with applicable securities commissions using SEDAR and a copy of that report can be obtained from the contact at Gray listed below or on the SEDAR profile of Frankly at www.sedar.com .
This press release is issued pursuant to National Instrument 62-104 – Take-Over Bids and Issuer Bids and National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues .
Contact Information :
Gray Television, Inc. 4370 Peachtree Rd NE Atlanta, GA, 30319 United States of America Attn: Kevin Latek, Executive Vice President, Chief Legal and Development Officer Phone: 404-266-8333 Email: kevin.latek@graytv.com
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) has reviewed or accepts responsibility for the adequacy or accuracy of this release.
