Gray Television’s Acquisition of Schurz Communications’ Broadcast Assets NYSE:GTN September 15, 2015 0 Color Disclaimer Scheme 46 68 151 This presentation contains certain forward-looking statements that are based largely on Gray’s current expectations and reflect various estimates and assumptions by Gray. These statements may be identified by 207 110 13 words such as “expect,” “anticipate,” “will,” “implied,” “assume” and similar expressions. Forward looking 0 165 101 statements are subject to certain risks, trends and uncertainties that could cause actual results and achievements to differ materially from those expressed in such forward looking statements. Such risks, trends and uncertainties, 197 73 75 which in some instances are beyond Gray’s control, include Gray’s ability to maintain relationships with cable operators, satellite providers and other key commercial partners of any acquired business, the ability to retain key 197 193 207 employees of any acquired business, the ability to successfully integrate the acquired business into its operations, and the ability to realize the expected benefits and synergies from the acquisition, including the 20 190 200 expected accretion in earnings. Gray is subject to additional risks and uncertainties described in Gray’s quarterly 252 131 48 and annual reports filed with the Securities and Exchange Commission from time to time, including in the “Risk Factors,” financial statements, and management’s discussion and analysis of financial condition and results of 20 120 190 operations sections contained therein, which reports are made publicly available via its website, www.Gray.tv. Any forward-looking statements in this presentation should be evaluated in light of these important risk factors. 96 0 0 This presentation reflects management’s views as of the date hereof. Except to the extent required by applicable law, Gray undertakes no obligation to update or revise any information contained in this presentation beyond the 73 88 59 published date, or for changes made to this presentation by wire services, Internet service providers or other media, whether as a result of new information, future events or otherwise. 67 54 102 122 86 46 67 54 102 Gray Television, Inc. 1 1 122 86 46 Color Transaction Overview and Acquisition Rationale Scheme 46 68 151 . On September 14, 2015, Gray TV (“Gray”) announced that it had reached an agreement to acquire all of the television and radio assets of Schurz Communications, Inc. (“Schurz”) for $442.5 million, inclusive of 207 110 13 working capital 0 165 101 . The purchase price represents a multiple of ~7.1x blended ’15E/’16E pro forma BCF . The transaction is expected to be immediately accretive to free cash flow 197 73 75 . Demonstrates Gray’s continued commitment to acquire high-quality stations in attractive markets 197 193 207 . Expands Gray’s operations to a total of 49 television markets, 28 states and 9.3% U.S. TVHH reach 20 190 200 . Increases Gray’s scale, quality and diversification of its portfolio, and exposure to key political markets 252 131 48 . Provides Gray with the top-rated and highest grossing television stations in five additional markets, 20 120 190 resulting in the number-one or number-two ranked television station operation in 48 of 49 markets . To facilitate regulatory approval, Gray will divest WSBT (CBS) – Schurz’s television station in South Bend, 96 0 0 IN (DMA 96), and KAKE (ABC) – Gray’s television station in Wichita, KS (DMA 65) for cash and / or swap for comparable high-quality television stations 73 88 59 . Gray plans to finance the transaction with cash on hand and additional borrowings 67 54 102 . Gray expects net leverage at closing to be approximately 5.5x L8QA OCF and also expects 122 86 46 considerable de-levering in 2016 through strong free cash flow generation . Gray expects the receipt of regulatory and other approvals for a transaction close in Q4 2015 or Q1 2016 67 54 102 Gray Television, Inc. 2 2 122 86 46 Color Acquisition Snapshot Scheme 46 68 151 (3) Schurz Pro Forma ($ in Millions) Gray TV Financial Profile 207 110 13 2014 Net Revenue $621 $153 $774 2014 Broadcast Cash Flow $285 $64 (4) $348 0 165 101 2014 Operating Cash Flow (1) $257 $64 (4) $321 Scale (2) 197 73 75 Stations 77 11 87 Markets 46 7 49 197 193 207 TV Household Reach 9.6 million (8.5%) 2.1 million (1.9%) 10.5 million (9.3%) 20 190 200 Asset Quality #1 / #2 Markets (2) 43 6 48 (5) (5) 252 131 48 2012 Net Political Revenue $120 $21 $141 2014 Net Political Revenue $94 $26 $120 2014 Gross Retransmission Revenue $91 $18 (6) $109 20 120 190 96 0 0 13 13 Big 4 (8) 30 5 35 Network Affiliated (7) 73 88 59 6 Channels (2) 17 19 67 54 102 22 3 25 122 86 46 Source: Company management and filings and BIA Investing in Television Market Report (4) Including operating synergies Note: Standalone metrics fully pro forma for all acquisitions previously announced and closed, excluding Schurz (5) Excludes KOTA, which was acquired by Schurz in May 2014 (1) OCF as defined in the existing Senior Secured Facilities Credit Agreement (6) Based on status quo Schurz retransmission rates 67 54 102 (2) Pro forma column pro forma for divestitures of KAKE-TV (ABC, Wichita, KS) and WSBT-TV (CBS, South Bend, IN) (7) Includes WSBT-TV and three KWCH-TV satellite stations (3) Pro forma for all transactions announced prior to Schurz, including operating synergies (8) Includes three KOTA-TV satellite stations Gray Television, Inc. 3 3 122 86 46 Color Gray TV Pro Forma National Footprint Scheme 46 68 151 Ranked #1 or #2 in 48 of 49 Markets Reaching approximately 9.3% of US TV households Omaha, NE 207 110 13 North Platte, NE Rapid City, SD Lincoln, NE Sioux Falls, SD Wausau - Lansing, MI 4 FM Fargo, ND Rhinelander, WI Presque Isle, ME Cedar Rapids, IA Rockford, IL Bismarck, ND Flint, MI Casper, WY 0 165 101 South Bend, IN La Crosse - Madison, WI 3 FM / 1 AM Twin Falls, ID Eau Claire, WI Toledo, OH 197 73 75 Cheyenne, WY Lafayette, IN 4 FM / 1 AM 197 193 207 Parkersburg, WV Reno, NV Lexington, KY 20 190 200 Harrisonburg, VA Topeka, KS 252 131 48 Charleston-Huntington, WV Charlottesville, VA Grand Junction, CO Roanoke, VA 20 120 190 Hazard, KY Colorado Springs - Greenville - New Bern - 96 0 0 Pueblo, CO Knoxville, TN Washington, NC Wichita - Hutchinson, KS Springfield, MO Bowling Green, KY 73 88 59 Augusta, GA Sherman, TX - Ada, OK Odessa, TX Alexandria, LA 67 54 102 Albany, GA Laredo, TX Anchorage, AK Monroe, LA Dothan, AL Tallahassee, FL - Thomasville, GA 122 86 46 Meridian, MS Waco-Temple - Bryan, TX Panama City, FL Gray TV Station Schurz TV Station Schurz Radio Station State Capital in DMA Note: Excludes KAKE-TV (ABC, Wichita, KS) and WSBT-TV (CBS, South Bend, IN) 67 54 102 due to anticipated divestiture or swap Gray Television, Inc. 4 4 122 86 46 Overview of Schurz’s Television Stations: Color Scheme 6 out of 7 Markets are Ranked #1 46 68 151 2014 BIA 2014 BIA DMA Affiliate Revenue Revenue 207 110 13 Rank Market Station Primary Secondary Rank Share KWCH Weather+ 1 33% 0 165 101 65 Wichita - Hutchinson, KS KSCW 5 4% 197 73 75 (1) KDCU - 7 2% 197 193 207 67 Roanoke-Lynchburg, VA WDBJ 1 34% 20 190 200 KY3 Weather+ 1 44% 252 131 48 (2) 75 Springfield, MO KSPR 3 11% 20 120 190 KCZ - 6 5% 96 0 0 (3) 96 South Bend-Elkhart, IN WSBT IND. / Weather+ 1 34% (4) 73 88 59 112 Augusta, GA WAGT 4 7% 67 54 102 147 Anchorage, AK KTUU 1 41% 122 86 46 172 Rapid City, SD KOTA 1 39% Source: Company management and BIA Investing in Television Market Report (2) Owned by Perkin Media and operated via shared services agreement Note: Standalone metrics fully pro forma for all acquisitions previously announced and closed, excluding Schurz (3) Gray will arrange for the divestiture of WSBT-TV (CBS, South Bend, IN) to an alternative buyer 67 54 102 (1) Owned by Entravision and operated via shared services agreement (4) Operated by Media General through joint sales and shared services agreement Gray Television, Inc. 5 5 122 86 46 Gray TV Continues its Strategic Transformation with Color Substantial Growth Opportunity Scheme 46 68 151 207 110 13 44% 0 165 101 FCC U.S. TV Household Cap: 39% 38% 197 73 75 197 193 207 31% 30% 20 190 200 252 131 48 19% 18% 18% 20 120 190 14% 11% 96 0 0 9.3% 6% 73 88 59 4% 4% 4% 3% 3% 2% 2% 2% 1% 1% 67 54 102 … Tribune Sinclair TEGNA Meredith Hearst EW Nexstar Raycom Cox Graham Weigel Sunbeam Hubbard Calkins Quincy Bahakel Cordillera Dispatch NPG Capitol Media Scripps Holdings Media General Pro Forma 122 86 46 Source: Company filings, BIA Investing in Television Market Report, company websites 67 54 102 Note: Pro forma for all announced and closed transactions and excludes network O&O stations Gray Television, Inc. 6 6 122 86 46 Schurz Acquisition Demonstrates Gray TV’s Commitment Color To Acquire High-Quality Stations in Attractive Markets Scheme 46 68 151 . Earn highest share of local and The Importance of Being #1 political revenue with highly-rated 207 110 13 news platforms 0 165 101 Higher . #1 Stations can secure more than Margins 197 73 75 half of a market’s political ad buys Share of 197 193 207 Market Ad $ Network and .