Encourages Fellow Shareholders to Reject the
Shareholder Value Destroying Status Quo and Vote for All Three MNG
Nominees to Maximize Value of Your Investment
MNG Enterprises, Inc. (“MNG”), owner and operator of one of the
largest newspaper businesses in the U.S. and the largest active
shareholder in Gannett Co., Inc. (NYSE:GCI) (“Gannett” or the
“Company”), with an approximate 7.4% ownership interest, today sent
an open letter to its fellow Gannett Shareholders in advance of
Gannett’s upcoming Annual Meeting this Thursday, May 16th, urging
them to vote on the BLUE Proxy
card for ALL THREE of MNG’s
highly qualified director nominees: Heath Freeman, Dana Needleman
and Steven Rossi.
The full text of the letter, which outlines the need for change
at Gannett, and the economic reality of the Company’s future
without it, follows.
May 14, 2019
Dear Fellow Gannett Shareholders:
Gannett’s Annual Meeting is quickly approaching!
We believe your investment is in peril – Gannett is operating in
a declining industry, chasing a risky and unprofitable digital
transformation strategy,1 without a proven leadership team.
WITHOUT A CHANGE IN COURSE, THIS WILL NOT END WELL FOR GANNETT
SHAREHOLDERS OR EMPLOYEES.
In the final days of voting ahead of Gannett’s Annual Meeting,
we ask that you reflect on one simple question:
Should Gannett continue on its current
path…OR do you believe the Company would benefit from a new
approach?
We strongly believe that the election of ALL THREE of our Director nominees is
needed to send a clear message to the incumbent directors that the
status quo is not acceptable, and the Board needs directors who
will take action to maximize value for all Gannett shareholders. As
such, we urge you to support our nominees as a catalyst for
immediate change and value creation at Gannett.
Without multiple new directors, MNG is concerned that further,
continued value erosion is inevitable. When we speak of value, we
are referring to the value of YOUR investment – OUR
investment. With our 7.4% ownership interest in Gannett, your
best interests are MNG’s best interests.
Gannett shares closed on Monday, May
13th at $8.74 and MNG
has offered $12.00 in cash.
As shareholders, we must vote with our economic interests in
mind. That means, we must vote to support ALL THREE highly qualified MNG nominees to
the Gannett Board. Our nominees, if elected, would serve as that
catalyst for change and value creation. Further, they are committed
to conducting a full strategic review to explore all possible ways
to enhance value for all Gannett shareholders.
MNG believes that Gannett shareholders must elect directors who are committed to
preventing the steady erosion of shareholder value from continuing.
Electing ALL THREE of MNG’s
nominees will send a strong message to Gannett’s entrenched Board
that continuing on their path of value destruction is not an
option. Shareholders deserve directors who will act in their best
interests, and MNG’s nominees are fully capable of and committed to
doing so.
We urge you: VOTE WITH THE VALUE OF YOUR
INVESTMENT IN MIND.
Sincerely,
/s/ R. Joseph FuchsOn behalf of the Board of Directors, MNG
Enterprises, Inc.Chairman, R. Joseph Fuchs
Okapi Partners LLC is assisting us with the
solicitation of proxies. If you have any questions or require
assistance in authorizing a proxy or voting your shares of Common
Stock, please contact:
Okapi Partners LLC1212 Avenue of the Americas,
24th FloorNew York, New York 10036
(212) 297-0720 (Main)Stockholders Call
Toll-Free: (888) 785-6668Email: info@okapipartners.com
www.SaveGannett.com
Additional information about MNG, its proposal to acquire
Gannett, and its nominees is available at www.SaveGannett.com. We
urge all shareholders to VOTE THE BLUE CARD “FOR” ALL THREE OF MNG’S
NOMINEES.
Your vote is important, no matter how many shares you
own!
Please remember NOT TO RETURN the Company’s WHITE PROXY CARD! If
you return a Gannett proxy card – even by simply indicating
“withhold” on the Company’s slate – you will revoke any vote you
had previously submitted for the MNG nominees on the BLUE proxy
card.
Moelis & Company LLC is acting as financial advisor to MNG.
Akin Gump Strauss Hauer & Feld LLP and Olshan Frome Wolosky LLP
are serving as its legal counsel. Okapi Partners LLC is acting as
MNG’s proxy solicitor.
About MNG Enterprises
MNG Enterprises, Inc. is one of the largest owners and operators
of newspapers in the United States by circulation, with
approximately 200 publications including The Denver Post, The
Mercury News, The Orange County Register and The Boston Herald. MNG
is a leader in local, multi-platform news and information,
distinguished by its award-winning original content and high
quality, diversified portfolio of both print and local news and
information web sites and mobile apps offering rich multimedia
experiences across the nation. For more information, please visit
www.medianewsgroup.com.
Additional Information
MNG Enterprises, Inc., together with the other participants in
its proxy solicitation (collectively, “MNG”), have filed a
definitive proxy statement and an accompanying BLUE proxy card with
the Securities and Exchange Commission (the “SEC”) to be used to
solicit votes for the election of MNG’s slate of highly-qualified
director nominees at the 2019 annual meeting of stockholders (the
“Annual Meeting”) of Gannett Co., Inc. (the “Company”).
Stockholders are advised to read the proxy statement and any other
documents related to the solicitation of stockholders of the
Company in connection with the Annual Meeting because they contain
important information, including additional information relating to
the participants in MNG’s proxy solicitation. These materials and
other materials filed by MNG in connection with the solicitation of
proxies are available at no charge on the SEC’s website at
www.sec.gov. The definitive proxy statement and other relevant
documents filed by MNG with the SEC are also available, without
charge, by directing a request to MNG’s proxy solicitor, Okapi
Partners LLC, at its toll-free number (888) 785-6668 or via email
at info@okapipartners.com.
1 Since spin-off, Gannett has spent $350mm on digital
acquisitions while diluted EPS has declined 98% (represents decline
in trailing 12 months diluted EPS from June 28, 2015 to March 31,
2019).
View source
version on businesswire.com: https://www.businesswire.com/news/home/20190514005674/en/
MEDIA:ReevemarkPaul Caminiti / Hugh Burns / Renée
Soto+1
212.433.4600MNGInquiries@reevemark.comINVESTOR:Okapi
Partners LLCBruce Goldfarb/Pat McHugh+
212.297.0720info@okapipartners.com
New Gannett (NYSE:GCI)
Historical Stock Chart
From Aug 2024 to Sep 2024
New Gannett (NYSE:GCI)
Historical Stock Chart
From Sep 2023 to Sep 2024