USA TODAY Co. Announces Execution of Binding Letter of Intent With MediaNews Group
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letter of intentfinancial
A letter of intent is a document that shows an agreement in principle between parties to work towards a future deal or transaction. It outlines their intentions and key terms, acting like a roadmap before a formal contract is signed. For investors, it signals serious interest and helps clarify expectations early in the process.
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A joint operating agreement is a written pact between two or more owners of a business asset that lays out who runs day‑to‑day operations, how costs and revenues are split, and how decisions are made. Think of it like a shared household chore chart and budget for a rented property: it clarifies responsibilities and money flows so partners know who pays for what and who has final say. For investors, this matters because the agreement determines each owner’s exposure to costs, timing of cash flows, operational control, and how quickly problems or opportunities can be addressed.
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The Secured Overnight Financing Rate (SOFR) is a market benchmark that measures the cost of borrowing cash overnight using U.S. Treasury securities as collateral. Investors watch SOFR because it acts like a speedometer for short-term interest costs—affecting loan rates, bond yields and the pricing of interest-rate contracts—so movements change borrowing expenses, cash returns and the value of interest-sensitive investments.
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Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
The Detroit News was founded in 1873 and continues to earn recognition for its commitment to strong journalism in various formats. The award-winning publication has been named Michigan Newspaper of the Year three times by the Michigan Press Association (2022, 2023 and 2024) with columnists and reporters frequently recognized for their investigative reporting, sports writing, and digital presentation. In 1989, a joint operating agreement (JOA) between the Detroit Free Press and The Detroit News was created to combine advertising, printing, and distribution services which ended on December 28, 2025.
“The acquisition of TheDetroit News will be a strategic investment that strengthens the USA TODAY Network’s audience and its portfolio of more than 200 local publications nationwide and reinforces our commitment to local journalism in the Detroit metropolitan area,” said Michael Reed, Chairman and Chief Executive Officer of USA TODAY Co. “Welcoming The DetroitNews fully to our network will enable the continued delivery of trusted, high-quality news and content to our audiences and advertisers in the region.”
The Detroit Free Press and The Detroit News will continue to publish separately.
“We are pleased to reach this agreement with USA TODAY Co. now that the Joint Operations Agreement has expired after decades of successful operations,” said Guy Gilmore, COO MediaNews Group. “Both companies have a mutual desire to ensure that these publications and their distinct journalism continue to serve the greater Detroit area.”
Financing for the transaction is being funded partially with cash on the balance sheet, and in part with incremental debt financing from funds managed by affiliates of Apollo (NYSE:APO). As part of the financing, certain terms of USA TODAY Co.’s existing senior secured credit facility have been amended and the facility will bear interest at an annual rate equal to SOFR plus a margin of 4.5% with a floor of 150 basis points.
“Apollo continues to be a great financing source for USA TODAY Co.,” continued Reed. “Their commitment enables us to fund this strategic acquisition, which we expect to be accretive to both earnings and cash flow, while also strengthening our balance sheet through improved financing terms, including a 50-basis point reduction in our interest rate. Their capital solutions help position the company to create value for shareholders.”
The closing of the transaction is subject to customary closing conditions. The transaction is anticipated to close at the end of the month. Deal terms will not be disclosed.
ABOUT USA TODAY CO.
USA TODAY Co., Inc. is a diversified media company with expansive reach at the national and local level dedicated to empowering and enriching communities. We seek to inspire, inform, and connect audiences as a sustainable, growth focused media and digital marketing solutions company. Through our trusted brands, including the USA TODAY NETWORK, comprised of the national publication, USA TODAY, and local media organizations, including our network of local properties, in the United States, and Newsquest, a wholly-owned subsidiary operating in the United Kingdom, we provide essential journalism, local content, and digital experiences to audiences and businesses. We deliver high-quality, trusted content with a commitment to balanced, unbiased journalism, where and when consumers want to engage. Our digital marketing solutions brand, LocaliQ, supports small and medium-sized businesses with innovative digital marketing products and solutions.
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, that relate to our current expectations and views of future events. All statements other than statements of historical facts contained in this press release, including statements relating to whether this transaction will enable USA TODAY Co. to increase sales or revenues, beliefs, intentions, estimates or strategies regarding the future, which may not be realized. In some cases, you can identify forward-looking statements by terms such as “believe,” “may,” “estimate,” “continue,” “anticipate,” “intend,” “should,” “plan,” “expect,” “predict,” “potential,” “could,” “will,” “would,” “ongoing,” “future” or the negative of these terms or other similar expressions that are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward-looking statements are based largely on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives and financial needs. These forward-looking statements involve known and unknown risks, uncertainties, contingencies, changes in circumstances that are difficult to predict and other important factors that may cause our actual results, performance, or achievements to be materially and/or significantly different from any future results, performance or achievements expressed or implied by the forward-looking statement. For a discussion of some of the risks and important factors that could cause actual results to differ materially from our expectations, see the risks and other factors detailed in “Item 3. Key Information - Risk Factors” in USA TODAY Co.’s (fka Gannett Co., Inc.) 2024 Annual Report on Form 10-K and USA TODAY Co.’s (fka Gannett Co., Inc.) quarterly reports on Form 10-Q and USA TODAY Co.’s (fka Gannett Co., Inc.) other filings with the SEC, in each case as such factors may be updated from time to time. Any forward-looking statements contained in this press release speak only as of the date hereof and accordingly undue reliance should not be placed on such statements. USA TODAY Co. disclaims any obligation or undertaking to update or revise any forward-looking statements contained in this press release, whether as a result of new information, future events or otherwise, other than to the extent required by applicable law.
