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Gannett Announces Terms of Offer to Acquire Newsquest

ARLINGTON, Va. — Gannett Co., Inc. today announced the terms of an offer to acquire the entire issued and to be issued share capital of Newsquest plc by Gannett U.K. Limited, a wholly owned subsidiary of Gannett.

The board of directors of Newsquest is of the unanimous view that, while not a compelling proposal, it is in the best interests of Newsquest and its shareholders for the offer to be put forward to Newsquest shareholders for consideration. Gannett has received irrevocable undertakings to accept the offer from the two largest shareholders and the executive directors of Newsquest, representing approximately 51.7% of Newsquest’s issued shares.

Under the offer, Gannett will pay Newsquest shareholders 460 pence (US $7.31) in cash for each of the 200.4 million fully diluted shares, for a total price of approximately £922 million (US $1.5 billion). Gannett will also assume or retire Newsquest’s existing debt.

Newsquest is the largest publisher of regional newspapers in England and the third largest in the U.K. It publishes over 180 titles including 11 daily newspapers, with the remainder a mix of paid and free weeklies and niche publications. Newsquest titles include the Northern Echo, the Evening Argus and Berrow’s Worcester Journal, the oldest continuously published newspaper in the world.

Gannett is a diversified news and information company that publishes 74 daily newspapers, including USA TODAY, and USA WEEKEND, a newspaper magazine. Gannett also operates 21 television stations and cable television systems in three states in the USA.

In announcing the offer, Douglas H. McCorkindale, Vice Chairman and President of Gannett said, “We are extremely pleased that Newsquest will become part of Gannett. This acquisition is the right opportunity to expand our international operations. The management and employees of Newsquest share our commitment to serve the readers and advertisers in the communities in which we each do business.”

James Brown, Executive Chairman of Newsquest said, “Gannett is a major media company and the prospect of Newsquest becoming part of Gannett represents a great opportunity for Newsquest and its employees. We look forward to our association with Gannett and the future benefits that will come to both companies.”

In 1998, Newsquest reported operating revenues of £305.8 million (US $507.6 million) and operating income of £81.4 million (US $135.0 million). Gannett’s operating revenues totaled $5.1 billion and operating income was $1.4 billion for the fiscal year ended December 27, 1998.