Gannett announced that Gannett Holdings LLC (the “Issuer”), a wholly-owned subsidiary of the Company, has commenced an offering of $400 million aggregate principal amount of senior secured notes due 2026 (the “Senior Notes”). The Issuer intends to use the net proceeds from the offering, together with the proceeds of a new Credit Agreement, to repay its existing term loan under its senior secured credit facilities.

The five-year Senior Notes will be secured by all or substantially all of the assets of the Issuer, the Company and the direct and indirect material domestic subsidiaries of the Issuer. The Senior Notes will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or state securities laws, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The Senior Notes are expected to be offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to certain non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act.

The Company also is seeking to enter into a new senior secured term loan (the “Credit Agreement”) in a principal amount up to $550 million. The completion of the Credit Agreement is contingent upon the successful offering of the Senior Notes.