MNG Comments on Glass Lewis Report

Reiterates Need for Fresh Perspective and a Shareholder
Orientation on Entrenched, Incumbent Gannett Board

Urges Gannett Shareholders to Vote on the BLUE Proxy Card “FOR”
MNG Nominees Who Will Act as Catalyst to Maximize Value

DENVER–(BUSINESS WIRE)–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 issued the following
statement in response to a report1 by Glass Lewis & Co., LLC
(“Glass Lewis”) regarding the election of directors to Gannett’s Board
of Directors (the “Board”) at the Company’s upcoming annual meeting of
shareholders on May 16, 2019:

While we agree with Glass Lewis that ‘Gannett’s business has struggled
on a stand-alone basis since the 2015 spin-off from TEGNA’ and that a
$12.00 per share offer implies a ‘fairly attractive premium,’ we firmly
believe that shareholders must hold the incumbent Board accountable for
the Company’s track record of significant underperformance and for the
Board’s failure to take the necessary steps to maximize shareholder
value in favor of continuing to pursue a digital transformation strategy
that Glass Lewis admits is ‘far from proven.’

Against the backdrop of the significant issues facing the newspaper
industry and the premium cash offer that MNG has proposed, we believe
that the best way for Gannett shareholders to effect meaningful change
on the Board is to vote on the BLUE
card FOR ALL of MNG’s nominees, who are committed to acting as a
catalyst to maximize shareholder value, including by supporting a full
strategic alternatives process. Without strong advocates on the Board
willing to explore all possible ways to enhance value, Gannett is at
risk of continuing down the path toward complete value erosion.

The election of ALL THREE of MNG’s nominees is needed to send a clear
message to the incumbent directors that the status quo is not
acceptable, and the Board needs to explore all possible ways to enhance
value for all Gannett shareholders. MNG’s nominees – Heath Freeman,
Dana Needleman and Steve Rossi
– deserve Gannett shareholders’
support because they possess the right mix of newspaper turnaround, real
estate, and capital allocation expertise needed to improve the Gannett
Board and shareholder orientation, and provide much needed fresh
perspective that Gannett’s incumbent directors lack.”

We encourage all shareholders to review our shareholder
to understand more about why change is needed now and
why MNG’s nominees are best positioned to Save Gannett. Additional
information about MNG, its proposal to acquire Gannett, and its nominees
is available at
We urge all shareholders to VOTE THE BLUE
CARD “FOR” MNG’s independent slate of Director 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

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
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

1 Permission to quote from report was neither sought nor


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+1 212.433.4600

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+ 212.297.0720

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