Gannett Co., Inc. Enters Material Definitive Agreement

TL;DR

Gannett just signed a big deal, filing shows.

AI Summary

On August 25, 2024, Gannett Co., Inc. entered into a material definitive agreement. The filing also includes financial statements and exhibits related to this agreement. Gannett Co., Inc. was formerly known as New Media Investment Group Inc. and also previously as Gannett Co., Inc. before a name change in 2019.

Why It Matters

This filing indicates a significant new agreement for Gannett, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement can introduce new risks and opportunities that are not yet fully understood.

Key Players & Entities

• Gannett Co., Inc. (company) — Registrant
• New Media Investment Group Inc. (company) — Former Company Name
• August 25, 2024 (date) — Date of Report

FAQ

Key Financial Figures

• $0.01 — ich Registered Common Stock, par value $0.01 per share GCI New York Stock Exchange
• $900 million — itted to provide the Company with a new $900 million first lien term loan facility (the "Ter
• $674.4 million — sed of an initial term loan facility of $674.4 million (the "Initial Term Facility"), to be fu
• $225.6 million — nd a delayed draw term loan facility of $225.6 million (the "Delayed Draw Facility"), which wi
• $1,000 — either cash consideration at a price of $1,000 for each $1,000 principal amount of 202
• $81 million — egate principal amount of approximately $81 million) in the 2026 Notes Exchange Offer. The
• $441 million — e also agreed to exchange approximately $441 million principal amount of 2027 Notes, with 50
• $1,110 — s to be exchanged for cash at a rate of $1,110 per $1,000 principal amount of 2027 Not

Filing Documents

• gci-20240825.htm (8-K) — 35KB
• gci8-kex101.htm (EX-10.1) — 192KB
• 0001579684-24-000049.txt ( ) — 392KB
• gci-20240825.xsd (EX-101.SCH) — 2KB
• gci-20240825_lab.xml (EX-101.LAB) — 23KB
• gci-20240825_pre.xml (EX-101.PRE) — 14KB
• gci-20240825_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On August 25, 2024, Gannett Co., Inc. ("Gannett" or the "Company") entered into a commitment letter (the "Commitment Letter") with Apollo Capital Management, L.P. ("ACM"), Apollo Global Funding, LLC and Apollo Global Securities, LLC, pursuant to which ACM, on behalf of one or more funds, accounts or other clients managed by it or its affiliates (the "Apollo Funds"), has committed to provide the Company with a new $900 million first lien term loan facility (the "Term Loan Facility"), to be comprised of an initial term loan facility of $674.4 million (the "Initial Term Facility"), to be funded at the time of closing (the "Closing Date"), and a delayed draw term loan facility of $225.6 million (the "Delayed Draw Facility"), which will be made available to the Company at the Company's discretion from and after the Closing Date for a period of six months thereafter, subject to certain terms and conditions set forth in the Commitment Letter. The Term Loan Facility will bear interest at an annual rate equal to the Secured Overnight Financing Rate plus a margin of 5.0% with a floor of 150 basis points. The Term Loan Facility will mature five years following the Closing Date and will be freely pre-payable without penalty. Proceeds from the Term Loan Facility will be used to repay in full Gannett's five-year senior secured term loan facility maturing October 15, 2026, to repurchase or redeem all or a portion of the Company's 6.0% First Lien Notes due November 1, 2026 (the "2026 Notes") and to repurchase for cash up to 50% of the Company's outstanding 6.0% Senior Secured Convertible Notes due 2027 (the "2027 Notes"), as more particularly set forth in the Commitment Letter. The Term Loan Facility is subject to negotiation of a mutually acceptable credit or loan agreement and other mutually acceptable definitive documentation, which will include certain representations and warranties, affirmative and negative covenant

Forward-Looking Statements

Forward-Looking Statements Certain items in this Report may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding maturity of debt, tender offers, note repurchases, exchanges and redemptions, availability of future financing, interest expenses and ability to repay debt. Words such as "expect(s)", "will", "believe(s)", "anticipate(s)" and similar expressions are intended to identify such forward-looking statements. These statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties. These and other risks and uncertainties could cause actual results to differ materially from those described in the forward-looking statements, many of which are beyond our control. The Company can give no assurance its expectations regarding the proposed financing and liability management transactions, or otherwise, will be attained. Accordingly, you should not place undue reliance on any forward-looking statements contained in this report. For a discussion of some of the risks and important factors that could cause actual results to differ from such forward-looking statements, see the risks and other factors detailed from time to time in the Company's most recent Annual Report on Form 10-K, and other filings with the Securities and Exchange Commission. Furthermore, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this report. Except to the extent required by law, the Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or change

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Commitment Letter by and among Gannett Co., Inc. and Apollo Global Funding, LLC, Apollo Global Securities, LLC and Apollo Capital Management, L.P. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) SIGNATURE Pursuant to requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Gannett Co., Inc. Date: August 26, 2024 By: /s/ Douglas E. Horne Douglas E. Horne Chief Financial Officer (principal financial officer)

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View this 8-K filing on SEC EDGAR