GANNETT CO., INC., 10-Q filed on 5/1/2025
Quarterly Report
v3.25.1
Cover Page - shares
3 Months Ended
Mar. 31, 2025
Apr. 28, 2025
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2025  
Document Transition Report false  
Entity File Number 001-36097  
Entity Registrant Name GANNETT CO., INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 38-3910250  
Entity Address, Address Line One 175 Sully's Trail  
Entity Address, Address Line Two Suite 203  
Entity Address, City or Town Pittsford,  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 14534-4560  
City Area Code 585  
Local Phone Number 598-0030  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Trading Symbol GCI  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock Shares Outstanding   146,435,731
Entity Central Index Key 0001579684  
Amendment Flag false  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q1  
Current Fiscal Year End Date --12-31  
v3.25.1
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Mar. 31, 2025
Dec. 31, 2024
Current assets:    
Cash and cash equivalents $ 85,912 $ 106,299
Accounts receivable, net of allowance for credit losses of $11,874 and $13,596 as of March 31, 2025 and December 31, 2024, respectively 222,992 239,636
Inventories 18,737 20,910
Prepaid expenses 43,608 40,268
Other current assets 16,510 18,782
Total current assets 387,759 425,895
Property, plant and equipment, net of accumulated depreciation of $352,066 and $337,013 as of March 31, 2025 and December 31, 2024, respectively 226,979 240,980
Operating lease assets 134,639 143,955
Goodwill 518,099 530,028
Intangible assets, net 395,954 430,374
Deferred tax assets 75,992 60,983
Pension and other assets 212,396 207,932
Total assets 1,951,818 2,040,147
Current liabilities:    
Accounts payable and accrued liabilities 309,801 318,384
Deferred revenue 112,580 108,000
Current portion of long-term debt 68,000 74,300
Operating lease liabilities 37,948 39,761
Other current liabilities 7,573 5,157
Total current liabilities 535,902 545,602
Long-term debt 689,945 755,754
Convertible debt 250,296 249,757
Deferred tax liabilities 12,267 4,928
Pension and other postretirement benefit obligations 36,596 37,820
Long-term operating lease liabilities 158,324 167,731
Other long-term liabilities 118,850 125,921
Total noncurrent liabilities 1,266,278 1,341,911
Total liabilities 1,802,180 1,887,513
Commitments and contingent liabilities (See Note 11)
Equity    
Preferred stock, $0.01 par value per share, 300,000 shares authorized, none of which were issued and outstanding at March 31, 2025 and December 31, 2024 0 0
Common stock, $0.01 par value per share, 2,000,000,000 shares authorized, 159,081,464 shares issued and 146,659,540 shares outstanding at March 31, 2025; 158,835,742 shares issued and 147,388,555 shares outstanding at December 31, 2024 1,591 1,588
Treasury stock, at cost, 12,421,924 shares and 11,447,187 shares at March 31, 2025 and December 31, 2024, respectively (23,302) (20,540)
Additional paid-in capital 1,284,331 1,281,801
Accumulated deficit (1,060,879) (1,053,546)
Accumulated other comprehensive loss (51,598) (56,164)
Total Gannett stockholders' equity 150,143 153,139
Noncontrolling interests (505) (505)
Total equity 149,638 152,634
Total liabilities and equity $ 1,951,818 $ 2,040,147
v3.25.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2025
Dec. 31, 2024
Statement of Financial Position [Abstract]    
Trade receivables, allowance for doubtful receivables $ 11,874 $ 13,596
Property plant and equipment, accumulated depreciation $ 352,066 $ 337,013
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock authorized (in shares) 300,000 300,000
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, authorized (in shares) 2,000,000,000 2,000,000,000
Common stock, issued (in shares) 159,081,464 158,835,742
Common stock, outstanding (in shares) 146,659,540 147,388,555
Treasury stock (in shares) 12,421,924 11,447,187
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Total revenues $ 571,573 $ 635,761
Operating costs 356,622 402,399
Selling, general and administrative expenses 171,643 180,489
Depreciation and amortization 42,634 38,298
Integration and reorganization costs 9,498 17,881
Asset impairments 1,894 45,989
(Gain) loss on sale or disposal of assets, net (20,680) 552
Other operating expenses 184 39
Total operating expenses 561,795 685,647
Operating income (loss) 9,778 (49,886)
Interest expense 26,083 26,565
Loss (gain) on early extinguishment of debt 1,274 (617)
Non-operating pension income (1,914) (3,146)
Equity (income) loss in unconsolidated investees, net (195) 185
Other non-operating (income) expense, net (1,323) 1,817
Non-operating expenses 23,925 24,804
Loss before income taxes (14,147) (74,690)
(Benefit) provision for income taxes (6,814) 10,078
Net loss attributable to Gannett $ (7,333) $ (84,768)
Loss per share attributable to Gannett - basic (in dollars per share) $ (0.05) $ (0.60)
Loss per share attributable to Gannett - diluted (in dollars per share) $ (0.05) $ (0.60)
Other comprehensive income (loss):    
Foreign currency translation adjustments $ 7,274 $ (689)
Pension and other postretirement benefit items:    
Net actuarial loss 0 (538)
Amortization of net actuarial loss 158 237
Amortization of prior service cost (125) (125)
Equity method investments 174 116
Other (3,631) 1,327
Total pension and other postretirement benefit items (3,424) 1,017
Other comprehensive income before tax 3,850 328
Income tax (benefit) provision related to components of other comprehensive income (loss) (716) 170
Other comprehensive income, net of tax [1] 4,566 158
Comprehensive loss attributable to Gannett (2,767) (84,610)
Digital    
Total revenues 250,394 267,499
Print and commercial    
Total revenues $ 321,179 $ 368,262
[1] For the three months ended March 31, 2025 and 2024, Other comprehensive (loss) income is net of an income tax benefit of $0.7 million and an income tax provision of $0.2 million, respectively.
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Operating activities    
Net loss $ (7,333) $ (84,768)
Adjustments to reconcile net loss to operating cash flows:    
Depreciation and amortization 42,634 38,298
Share-based compensation expense 2,879 2,826
Non-cash interest expense 1,607 5,260
(Gain) loss on sale or disposal of assets, net (20,680) 552
Loss (gain) on early extinguishment of debt 1,274 (617)
Asset impairments 1,894 45,989
Pension and other postretirement benefit obligations (3,397) (11,211)
Equity (income) loss in unconsolidated investees, net (195) 185
Change in other assets and liabilities, net 4,625 25,937
Cash provided by operating activities 23,308 22,451
Investing activities    
Purchase of property, plant and equipment (13,546) (12,999)
Proceeds from sale of real estate and other assets 48,369 575
Change in other investing activities 0 (2)
Cash provided by (used for) investing activities 34,823 (12,426)
Financing activities    
Payments of deferred financing costs (777) 0
Repayments of long-term debt (74,450) (15,290)
Treasury stock (2,761) (2,532)
Changes in other financing activities (366) (423)
Cash used for financing activities (78,354) (18,245)
Effect of currency exchange rate change on cash 125 984
Decrease in cash, cash equivalents and restricted cash (20,098) (7,236)
Cash, cash equivalents and restricted cash at beginning of period 116,181 110,612
Cash, cash equivalents and restricted cash at end of period $ 96,083 $ 103,376
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($)
$ in Thousands
Total
Common stock
Additional paid-in capital
Accumulated other comprehensive (loss) income
Accumulated deficit
Treasury stock
Non-controlling interest
Beginning balance (in shares) at Dec. 31, 2023   158,555,000          
Beginning balance at Dec. 31, 2023 $ 317,313 $ 1,586 $ 1,426,325 $ (65,541) $ (1,027,192) $ (17,393) $ (472)
Beginning balance (in shares) at Dec. 31, 2023           9,615,000  
Increase (Decrease) in Stockholders' Equity              
Net loss attributable to Gannett (84,768)       (84,768)   0
Other comprehensive income, net [1] 158     158      
Share-based compensation expense 2,826   2,826        
Issuance of common stock (in shares)   10,000          
Issuance of common stock 25   25        
Treasury stock (in shares)           1,151,000  
Treasury stock (2,532)         $ (2,532)  
Restricted share forfeiture (in shares)           213,000  
Restricted share forfeiture (2)         $ (2)  
Other activity (39)   (39)        
Ending balance (in shares) at Mar. 31, 2024   158,565,000          
Ending balance at Mar. 31, 2024 $ 232,981 $ 1,586 1,429,137 (65,383) (1,111,960) $ (19,927) (472)
Ending balance (in shares) at Mar. 31, 2024           10,979,000  
Beginning balance (in shares) at Dec. 31, 2024 147,388,555 158,836,000          
Beginning balance at Dec. 31, 2024 $ 152,634 $ 1,588 1,281,801 (56,164) (1,053,546) $ (20,540) (505)
Beginning balance (in shares) at Dec. 31, 2024 11,447,187         11,447,000  
Increase (Decrease) in Stockholders' Equity              
Net loss attributable to Gannett $ (7,333)       (7,333)   0
Other comprehensive income, net [1] 4,566     4,566      
Performance stock units settled, net of withholdings (in shares)   232,000          
Performance stock units settled, net of withholdings (520) $ 3 (523)        
Share-based compensation expense 2,879   2,879        
Issuance of common stock (in shares)   13,000          
Issuance of common stock 38   38        
Treasury stock (in shares)           871,000  
Treasury stock (2,761)         $ (2,761)  
Restricted share forfeiture (in shares)           104,000  
Restricted share forfeiture (1)         $ (1)  
Other activity $ 136   136        
Ending balance (in shares) at Mar. 31, 2025 146,659,540 159,081,000          
Ending balance at Mar. 31, 2025 $ 149,638 $ 1,591 $ 1,284,331 $ (51,598) $ (1,060,879) $ (23,302) $ (505)
Ending balance (in shares) at Mar. 31, 2025 12,421,924         12,422,000  
[1] For the three months ended March 31, 2025 and 2024, Other comprehensive (loss) income is net of an income tax benefit of $0.7 million and an income tax provision of $0.2 million, respectively.
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Statement of Stockholders' Equity [Abstract]    
Other comprehensive (loss) income, tax (benefit) provision $ (716) $ 170
v3.25.1
Description of business and basis of presentation
3 Months Ended
Mar. 31, 2025
Accounting Policies [Abstract]  
Description of business and basis of presentation
NOTE 1 — Description of business and basis of presentation

Description of business
Gannett Co., Inc. ("Gannett," "we," "us," "our," or the "Company") 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 (the "U.S."), and Newsquest, a wholly-owned subsidiary operating in the United Kingdom (the "U.K."), 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. We prioritize a digital-first strategy, focusing on audience growth and engagement while diversifying revenue streams. Our digital marketing solutions brand, LocaliQ, supports small and medium-sized businesses ("SMBs") with innovative digital marketing products and solutions. Our mission remains to inspire, inform, and connect communities while driving sustainable growth for our customers, advertisers, partners, and shareholders.

The Company reports in three segments: Domestic Gannett Media, Newsquest and Digital Marketing Solutions ("DMS"). We also have a Corporate and other category that includes activities not directly attributable to a specific reportable segment and includes broad corporate functions, such as legal, human resources, accounting, analytics, finance, marketing and technology, as well as other general business costs. A full description of our reportable segments is included in Note 12 — Segment reporting.

Basis of presentation

The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. As permitted under those rules, certain notes or other financial information that are normally required by U.S. GAAP have been condensed or omitted from these interim financial statements. The unaudited condensed consolidated financial statements should therefore be read in conjunction with the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024.

In the opinion of management, the unaudited condensed consolidated financial statements as of March 31, 2025 include all the assets, liabilities, revenues, expenses, and cash flows of entities which Gannett controls due to ownership of a majority voting interest ("subsidiaries"). In addition, in the opinion of management, the unaudited condensed consolidated financial statements as of March 31, 2025 reflect all necessary adjustments for a fair statement of the results for the interim period. All significant intercompany accounts and transactions have been eliminated in consolidation, and the Company consolidates its subsidiaries.

Use of estimates

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and footnotes thereto. Actual results could differ materially from those estimates.

Significant estimates inherent in the preparation of the unaudited condensed consolidated financial statements include pension and postretirement benefit obligation assumptions, income taxes, goodwill and intangible asset impairment analysis, valuation of property, plant, and equipment and the mark to market of the conversion feature associated with the convertible debt.

Recent accounting pronouncements not yet adopted

Induced conversions of convertible debt instruments

In November 2024, the FASB issued guidance, ASU 2024-04, which clarifies the assessment of whether certain settlements of convertible debt instruments should be accounted for as an inducement conversion. The new guidance is effective for annual reporting periods beginning after December 15, 2025, and interim periods within those annual periods. The
Company is currently evaluating the provisions of the updated guidance and assessing the impact on the condensed consolidated financial statements.

Disaggregation of income statement expenses

In November 2024, the FASB issued guidance, ASU 2024-03, which requires disaggregated disclosures of certain categories of expenses that are included in expense line items on the face of the income statement. The disclosures are required on an annual and interim basis. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is currently evaluating the provisions of the updated guidance and assessing the impact on the condensed consolidated financial statements.

Income tax disclosures

In November 2023, the FASB issued guidance, ASU 2023-09, which enhances annual income tax disclosures. ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 will be effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the provisions of the updated guidance and assessing the impact on the condensed consolidated financial statements.
v3.25.1
Revenues
3 Months Ended
Mar. 31, 2025
Revenue from Contract with Customer [Abstract]  
Revenues
NOTE 2 — Revenues

Revenues are recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services.

The Company's condensed consolidated statements of operations and comprehensive income (loss) present revenues disaggregated by revenue type. Sales taxes and other usage-based taxes are excluded from revenues.
The following tables present our revenues disaggregated by segment and revenue type:

Three months ended March 31, 2025
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherIntersegment eliminationsConsolidated
Digital advertising$71,454 $11,917 $— $— $— $83,371 
Digital marketing services32,758 1,870 108,709 — (34,533)108,804 
Digital-only subscription41,266 1,993 — — — 43,259 
Digital other
10,573 2,908 — 1,479 — 14,960 
Digital156,051 18,688 108,709 1,479 (34,533)250,394 
Print advertising105,175 17,453 — — — 122,628 
Print circulation133,204 15,846 — — — 149,050 
Commercial and other(a)
45,640 3,861 — — — 49,501 
Print and commercial284,019 37,160    321,179 
Total revenues(b)
$440,070 $55,848 $108,709 $1,479 $(34,533)$571,573 
(a)     For the three months ended March 31, 2025, included Commercial printing and delivery revenues of $29.8 million and $2.4 million at the Domestic Gannett Media and Newsquest segments, respectively.
(b)     Revenues generated from international operations comprised 11.5% of total revenues for the three months ended March 31, 2025.
Three months ended March 31, 2024
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherIntersegment eliminationsConsolidated
Digital advertising$70,941 $13,525 $— $— $— $84,466 
Digital marketing services36,086 2,088 117,045 — (38,805)116,414 
Digital-only subscription41,911 1,568 — — — 43,479 
Digital other
18,797 2,739 — 1,604 — 23,140 
Digital167,735 19,920 117,045 1,604 (38,805)267,499 
Print advertising115,619 19,057 — — — 134,676 
Print circulation156,246 17,077 — — — 173,323 
Commercial and other(a)
56,119 4,144 — — — 60,263 
Print and commercial327,984 40,278    368,262 
Total revenues(b)
$495,719 $60,198 $117,045 $1,604 $(38,805)$635,761 
(a)     For the three months ended March 31, 2024, included Commercial printing and delivery revenues of $40.5 million and $2.5 million at the Domestic Gannett Media and Newsquest segments, respectively.
(b)     Revenues generated from international operations comprised 11.0% of total revenues for the three months ended March 31, 2024.
Deferred revenues
The Company records deferred revenues when cash payments are received in advance of the Company's performance obligation. The Company's primary source of deferred revenues is from circulation subscriptions paid in advance of the service provided, which represents future delivery of publications (the performance obligation) to subscription customers. The Company expects to recognize the revenue related to unsatisfied performance obligations over the next one to twelve months in accordance with the terms of the subscriptions.

The Company's payment terms vary by the type and location of the customer and the products or services offered. The period between invoicing and when payment is due is not significant. For certain products or services and customer types, the Company requires payment before the products or services are delivered to the customer. The majority of our subscription customers are billed and pay on monthly terms.

The following table presents the change in the deferred revenues balance:

Three months ended March 31,
In thousands20252024
Beginning balance$108,000 $120,502 
Receipts, net of refunds235,720 276,597 
Revenue recognized(231,140)(277,590)
Ending balance$112,580 $119,509 
v3.25.1
Accounts receivable, net
3 Months Ended
Mar. 31, 2025
Receivables [Abstract]  
Accounts receivable, net
NOTE 3 — Accounts receivable, net

Receivables are presented net of allowances, which reflect the Company's expected credit losses based on historical experience as well as current and expected economic conditions. The following table presents changes in the allowance for doubtful accounts:
Three months ended March 31,
In thousands20252024
Beginning balance$13,596 $16,338 
Current period provision410 567 
Write-offs charged against the allowance(2,571)(2,138)
Recoveries of amounts previously written-off370 744 
Other69 32 
Ending balance$11,874 $15,543 
For the three months ended March 31, 2025 and 2024, the Company recorded $0.4 million and $0.6 million in bad debt expense, respectively. Bad debt expense is included in Selling, general and administrative expenses on the condensed consolidated statements of operations and comprehensive income (loss).
v3.25.1
Goodwill and intangible assets
3 Months Ended
Mar. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and intangible assets
NOTE 4 — Goodwill and intangible assets

Goodwill and intangible assets consisted of the following:
March 31, 2025December 31, 2024
 In thousandsGross carrying amountAccumulated
amortization
Net carrying
amount
Gross carrying amountAccumulated
amortization
Net carrying
amount
Finite-lived intangible assets:
Advertiser relationships$434,195 $284,376 $149,819 $445,356 $279,176 $166,180 
Other customer relationships88,541 61,130 27,411 89,106 59,198 29,908 
Subscriber relationships240,259 185,228 55,031 250,820 183,895 66,925 
Other intangible assets66,870 66,729 141 66,870 66,212 658 
Sub-total$829,865 $597,463 $232,402 $852,152 $588,481 $263,671 
Indefinite-lived intangible assets:
Mastheads163,552 166,703 
Total intangible assets$395,954 $430,374 
Goodwill$518,099 $530,028 
The Company performs its annual goodwill and indefinite-lived intangible impairment assessments as of November 30 each year. In addition to the annual impairment test, the Company is required to regularly assess whether a triggering event has occurred under both ASC 350 "Intangibles - Goodwill and Other" ("ASC 350"), and ASC 360 "Property, Plant and Equipment" ("ASC 360"), which would require interim impairment testing.

As of March 31, 2025, the Company performed a review of potential impairment indicators under both ASC 350 and ASC 360, and it was determined that no indicators of impairment were present.
v3.25.1
Integration and reorganization costs, and asset impairments
3 Months Ended
Mar. 31, 2025
Restructuring and Related Activities [Abstract]  
Integration and reorganization costs, and asset impairments
NOTE 5 — Integration and reorganization costs, and asset impairments

Integration and reorganization costs

Integration and reorganization costs include severance costs as well as other reorganization-related costs associated with individual restructuring programs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations. These initiatives impact all the Company's operations and can be influenced by the terms of union contracts. Costs related to these programs, which primarily include severance and other reorganization-related costs, are accrued when probable and reasonably estimable or at the time of program announcement.
Severance-related expenses

The Company recorded severance-related expenses by segment as follows:
Three months ended March 31,
In thousands20252024
Domestic Gannett Media$4,155 $4,077 
Newsquest106 169 
Digital Marketing Solutions1,109 25 
Corporate and other791 983 
Total$6,161 $5,254 

A roll-forward of the accrued severance and related expenses included in Accounts payable and accrued liabilities on the condensed consolidated balance sheets for the three months ended March 31, 2025 is as follows:
In thousandsSeverance and
related expenses
Beginning balance$5,491 
Restructuring provision included in integration and reorganization costs6,161 
Cash payments(2,995)
Other(a)
1,915 
Ending balance$10,572 
(a)    Included $1.8 million related to the departure of the Company's former Chief Financial Officer.

Other reorganization-related costs

Other reorganization-related costs represent individual restructuring programs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations. The Company recorded Other reorganization-related costs by segment as follows:
Three months ended March 31,
In thousands20252024
Domestic Gannett Media(a)
$(834)$10,812 
Corporate and other(b)
4,171 1,815 
Total$3,337 $12,627 
(a) For the three months ended March 31, 2025, Other restructuring-related costs at the Domestic Gannett Media segment included the reversal of a withdrawal liability related to a multiemployer pension plan of $1.8 million based on the settlement of the withdrawal liability. For the three months ended March 31, 2024, Other restructuring-related costs at the Domestic Gannett Media segment primarily reflected $9.7 million expensed as of the cease-use date related to certain licensed content.
(b)    For the three months ended March 31, 2025, Other restructuring-related costs at our Corporate and other category included $2.1 million expensed related to the departure of the Company's former Chief Financial Officer.

Asset impairments

Corporate office relocation

On March 1, 2024, we exited and ceased use of our leased facility in McLean, Virginia and moved our corporate headquarters to our existing office space in New York. We will continue to seek subleases for the leased facility in McLean. As a result of the headquarters relocation, we recorded an impairment charge of approximately $46.0 million during the three months ended March 31, 2024 related to the McLean operating lease right-of-use asset and the associated leasehold improvements. The fair value was measured using a discounted cash flow model based on market rents projected over the remaining lease term.
v3.25.1
Debt
3 Months Ended
Mar. 31, 2025
Debt Disclosure [Abstract]  
Debt
NOTE 6 — Debt

The Company's debt as of March 31, 2025 and December 31, 2024 consisted of the financing arrangements described below.
March 31, 2025December 31, 2024
In millionsPrincipal balanceUnamortized original issue discountUnamortized deferred financing costsCarrying valuePrincipal balanceUnamortized original issue discountUnamortized deferred financing costsCarrying value
2029 Term Loan Facility$775.5 $(10.8)$(6.8)$757.9 $850.0 $(12.2)$(7.7)$830.1 
2031 Notes223.7 (4.8)(2.7)216.2 223.7 (5.0)(2.8)215.9 
2027 Notes38.1 (3.9)(0.1)34.1 38.1 (4.2)(0.1)33.8 
Total debt$1,037.3 $(19.5)$(9.6)$1,008.2 $1,111.8 $(21.4)$(10.6)$1,079.8 
Less: Current portion of long-term debt$(68.0)$— $— $(68.0)$(74.3)$— $— $(74.3)
Non-current portion of long-term debt$969.3 $(19.5)$(9.6)$940.2 $1,037.5 $(21.4)$(10.6)$1,005.5 
2029 Term Loan Facility

On October 15, 2024 (the "Closing Date"), the Company entered into an Amendment and Restatement Agreement (the "Amendment and Restatement Agreement") among the Company, as a guarantor, Gannett Holdings, LLC ("Gannett Holdings"), a wholly owned subsidiary of the Company, as the borrower (in such capacity, the "Borrower"), certain subsidiaries of the Borrower as guarantors, the lenders party thereto, Citibank, N.A., as the existing collateral agent and administrative agent for the lenders, and Apollo Administrative Agency LLC, as the successor collateral agent and administrative agent for the lenders, which amended and restated the Company's existing First Lien Credit Agreement dated as of October 15, 2021 (as amended, supplemented or otherwise modified from time to time prior to the Closing Date, the "Existing Credit Agreement"; the Existing Credit Agreement, as amended and restated by the Amendment and Restatement Agreement, the "Amended Credit Agreement") by and among the Company, as guarantor, the Borrower, certain subsidiaries of the Borrower as guarantors and Citibank, N.A., as administrative agent and collateral agent. The Amended Credit Agreement provides for a $900.0 million five-year first lien term loan facility (the "2029 Term Loan Facility"), which refinanced and replaced the Company's previous five-year senior secured term loan facility in an original aggregate principal amount of $516.0 million (the "Senior Secured Term Loan," and collectively with the 2029 Term Loan Facility, the "Term Loans"). The 2029 Term Loan Facility is comprised of an initial term loan facility of $850.4 million, funded on the Closing Date (the "2029 Initial Draw Facility"), and a delayed draw term loan facility of $49.6 million (the "2029 Delayed Draw Facility"), which was made available to the Borrower at its discretion from the Closing Date and for a period of six months thereafter, subject to certain terms and conditions. As of March 31, 2025, no amounts have been drawn under the 2029 Delayed Draw Facility.

The 2029 Term Loan Facility bears interest at an annual rate equal, at the Borrower's option, to either (i) an alternate base rate (which shall not be less than 2.50% per annum) plus a margin equal to 4.00% per annum or (ii) Adjusted Term SOFR (which shall be no less than 1.50%) plus a margin equal to 5.00% per annum. The 2029 Term Loan Facility will mature on October 15, 2029 and will be freely prepayable without penalty.

The 2029 Term Loan Facility is amortized at a rate of $17.0 million per quarter, with such rate to be adjusted upon the borrowing of any delayed-draw term loans to the extent necessary to cause such delayed-draw term loans to be fungible with the initial term loans under the 2029 Term Loan Facility. In addition, we are required to repay the 2029 Term Loan Facility from time to time with (i) the proceeds of non-ordinary course asset sales and casualty and condemnation events, (ii) the proceeds of indebtedness that is not otherwise permitted under the 2029 Term Loan Facility and (iii) the aggregate amount of cash and cash equivalents on hand at the Company and our restricted subsidiaries in excess of $100.0 million as of the last day of any fiscal year of the Company (beginning with the fiscal year ended December 31, 2024).

The 2029 Term Loan Facility contains usual and customary covenants for credit facilities of this type, including a requirement to have minimum unrestricted cash of $30 million as of the last day of each fiscal quarter, and restricts, among other things, our ability to incur debt, grant liens, sell assets, make investments and pay dividends, in each case with customary exceptions, including an exception that permits dividends and repurchases of outstanding junior debt or equity in (i) an amount of up to $25 million per fiscal quarter if the First Lien Net Leverage Ratio for such fiscal quarter is equal to or less than 2.00 to 1.00 but greater than 1.50 to 1.00, (ii) an amount of up to $50 million per fiscal quarter if the First Lien Net Leverage Ratio for such fiscal quarter is equal to or less than 1.50 to 1.00 but greater than 1.00 to 1.00, and (iii) an unlimited amount if the First Lien Net Leverage Ratio for such fiscal quarter is equal to or less than 1.00 to 1.00. As of March 31, 2025, the Company was in
compliance with all of the covenants and obligations under the 2029 Term Loan Facility.

As of March 31, 2025 and December 31, 2024, the 2029 Term Loan Facility was recorded at carrying value, which approximated fair value, in the Consolidated balance sheet and was classified as Level 2.

In connection with the Term Loans, for the three months ended March 31, 2025 and 2024, the Company recognized interest expense of $20.1 million and $9.3 million, respectively, and paid cash interest of $7.9 million and $9.3 million, respectively. For the three months ended March 31, 2025 and 2024, the Company recognized amortization of original issue discount of $0.7 million and $0.6 million, respectively, and amortization of deferred financing costs of $0.4 million and $0.1 million, respectively. Additionally, during the three months ended March 31, 2025, the Company recognized a loss on early extinguishment of debt of $1.3 million related to the write-off of original issue discount and deferred financing costs as a result of early prepayments on the 2029 Term Loan Facility.

For the three months ended March 31, 2025, the Company prepaid $74.5 million, including the quarterly amortization payment, which were classified as financing activities in the Consolidated statements of cash flows. As of March 31, 2025, the effective interest rate for the 2029 Term Loan Facility was 10.1%.
Senior Secured Convertible Notes due 2027, Senior Secured Convertible Notes due 2031, and the Convertible Notes Exchange

The 6.000% Senior Secured Convertible Notes due 2027 (the "2027 Notes") were issued pursuant to an Indenture dated as of November 17, 2020 (as amended, supplemented or otherwise modified from time to time, the "2027 Notes Indenture"), between the Company and U.S. Bank National Association, as trustee.

In connection with the issuance of the 2027 Notes, the Company entered into an Investor Agreement (the "Investor Agreement") with the holders of the 2027 Notes (the "Holders") establishing certain terms and conditions concerning the rights and restrictions on the Holders with respect to the Holders' ownership of the 2027 Notes. The Company also entered into an amendment to the Registration Rights Agreement dated November 19, 2019, between the Company and FIG LLC.

On October 15, 2024, the Company completed privately negotiated transactions with certain holders of 2027 Notes pursuant to which it (i) repurchased a total of $223.6 million in aggregate principal amount of 2027 Notes for cash at a rate of $1,110 per $1,000 principal amount of 2027 Notes, for aggregate cash consideration of $248.2 million and (ii) exchanged a total of $223.6 million in aggregate principal amount of 2027 Notes for new 6.000% Senior Secured Convertible Notes due 2031 (the "2031 Notes" and such repurchase and exchange, collectively, the "Convertible Notes Exchange"). The Company also paid accrued and unpaid interest of approximately $10.0 million to the holders of 2027 Notes who participated in the Convertible Notes Exchange.

Additionally, on October 15, 2024, the Company issued and sold $110,000 in aggregate principal amount of 2031 Notes in a privately negotiated transaction (the "2031 Notes Sale").

The 2031 Notes were issued pursuant to an indenture, dated as of October 15, 2024 (the "2031 Notes Indenture"), among the Company, the guarantors party thereto, U.S. Bank Trust Company, National Association, as trustee, and Alter Domus Products Corp, as collateral agent.

Concurrently with the Convertible Notes Exchange, the Company and the guarantors party thereto entered into a supplemental indenture to the 2027 Notes Indenture pursuant to which (i) substantially all of the restrictive covenants contained in the 2027 Notes Indenture were eliminated, (ii) certain of the default provisions contained in the 2027 Notes Indenture were eliminated and (iii) certain related provisions were amended to conform with such eliminations.

Interest on the 2027 Notes and 2031 Notes is payable semi-annually in arrears, and the 2027 Notes and 2031 Notes mature on December 1, 2027, and December 1, 2031, respectively, unless earlier repurchased or converted. The 2027 Notes and 2031 Notes may be converted at any time by the holders thereof into cash, shares of the Company's common stock, par value $0.01 per share (the "Common Stock") or any combination of cash and Common Stock, at the Company's election. The initial conversion rate for both the 2027 Notes and the 2031 Notes is 200 shares of Common Stock per $1,000 principal amount of the 2027 Notes and the 2031 Notes, respectively, which is equal to a conversion price of $5.00 per share of Common Stock (the "Conversion Price").

Upon the occurrence of a "Make-Whole Fundamental Change" (as defined in the 2027 Notes Indenture and the 2031 Notes
Indenture), the Company will in certain circumstances increase the conversion rate for the 2027 Notes and the 2031 Notes for a specified period of time. If a "Fundamental Change" (as defined in the 2027 Notes Indenture and the 2031 Notes Indenture) occurs, the Company will be required to offer to repurchase the 2027 Notes and the 2031 Notes at a repurchase price of 110% of the principal amount thereof.

Under the 2031 Notes Indenture, the Company can only pay cash dividends up to an agreed-upon amount, provided the ratio of consolidated debt to EBITDA (as such term is defined in the 2031 Notes Indenture) does not exceed a specified ratio. In addition, the 2031 Notes Indenture provides that, at any time that the Company's Total Gross Leverage Ratio (as defined in the 2031 Notes Indenture) exceeds 1.5 and the Company approves the declaration of a dividend, the Company must offer to purchase a principal amount of 2031 Notes equal to the proposed amount of the dividend.

The Company will have the right to redeem for cash up to the lesser of (i) approximately $72.8 million and (ii) 30% of the aggregate principal amount of 2031 Notes issued pursuant to the 2031 Notes Indenture, in either case, with such amount reduced by 30% of the principal amount of 2031 Notes that has been converted by the holders of the 2031 Notes or redeemed or repurchased by the Company, at a redemption price of 140% of the principal amount thereof, on or prior to December 1, 2030 (or December 1, 2028 if the 2029 Term Loan Facility is refinanced or amended to permit the redemption of the 2031 Notes in an amount equal to or greater than such principal amount of 2031 Notes).

The 2027 Notes and 2031 Notes are guaranteed by Gannett Holdings and all subsidiaries of the Company that guarantee the 2029 Term Loan Facility. The 2027 Notes and 2031 Notes rank as senior secured debt of the Company and are secured by liens on the same collateral package that secures the indebtedness incurred in connection with the 2029 Term Loan Facility. The 2027 Notes are secured by liens that are junior to the liens securing indebtedness incurred under the 2029 Term Loan Facility and the 2031 Notes. The 2031 Notes are secured by liens that are junior to the liens securing indebtedness incurred under the 2029 Term Loan Facility but senior to the liens securing the 2027 Notes.

The 2031 Notes Indenture includes affirmative and negative covenants, including limitations on liens, indebtedness, dispositions, loans, advances and investors, sale and leaseback transactions, restricted payments, transactions with affiliates, restrictions on dividends and other payment restrictions affecting restricted subsidiaries, negative pledges, and modifications to certain agreements. The 2031 Notes Indenture also requires the Company to maintain, as of the last day of each fiscal quarter, at least $30.0 million of Qualified Cash (as defined in the 2031 Notes Indenture). The 2027 Notes Indenture and the 2031 Notes Indenture include customary events of default.

The 2027 Notes have two components: (i) a debt component, and (ii) an equity component. As of March 31, 2025 and December 31, 2024, the debt component of the 2027 Notes was recorded at carrying value in the Consolidated balance sheets. The carrying value of the 2027 Notes reflected the balance of the unamortized discount related to the value of the conversion feature assessed at inception and did not approximate fair value as of March 31, 2025. The 2027 Notes were classified as Level 2, and based on unadjusted quoted prices in the active market obtained from third-party pricing services, the Company determined that the estimated fair value of the 2027 Notes was $37.5 million and $44.6 million as of March 31, 2025 and December 31, 2024, respectively, and was primarily affected by fluctuations in market interest rates and the price of the Company's Common Stock.

As a result of the Convertible Notes Exchange, the Company recorded a reduction in Additional paid-in capital of $237.5 million in the Consolidated balance sheet as of December 31, 2024. As of March 31, 2025 and December 31, 2024, the conversion feature remaining in Additional paid-in capital was $42.0 million, net of tax. The remaining 2027 Notes are convertible into 7.6 million shares of Common Stock, based on the initial conversion price of $5.00 per share.

The 2031 Notes have two components: (i) a debt component, and (ii) an equity component. As of March 31, 2025 and December 31, 2024 the debt component of the 2031 Notes was recorded at carrying value in the Consolidated balance sheets. The 2031 Notes were classified as Level 2 because they were measured at fair value using commonly accepted valuation methodologies and indirectly observable, market-based risk measurements and historical data, and a review of prices and terms available for similar debt instruments that do not contain a conversion feature. As of March 31, 2025, the Company determined that the carrying value of the 2031 Notes did not approximate fair value.

The excess of the fair value over the principal value of the 2031 Notes was recorded in Additional Paid-in capital as the 2031 Notes were issued at a 50% premium. The equity component of the 2031 Notes was classified as Level 3, as it was calculated based on the aggregate fair value of the 2031 Notes which used a binomial lattice model and assumptions based on market information and historical data, and significant unobservable inputs. As of March 31, 2025 and December 31, 2024, the
amount of the equity component recorded in Additional paid-in capital was $80.4 million, net of tax. The 2031 Notes are convertible into 44.7 million shares of Common Stock, based on the initial conversion price of $5.00 per share.

In connection with the 2027 Notes and the 2031 Notes, for the three months ended March 31, 2025 and 2024, the Company recognized interest expense of $3.9 million and $7.2 million, respectively, and for the three months ended March 31, 2025 and 2024 paid no cash interest. In addition, during the three months ended March 31, 2025 and 2024, the Company recognized amortization of original issue discount of $0.5 million and $3.6 million, respectively, and an immaterial amount of amortization of deferred financing costs. As of March 31, 2025, the effective interest rate on the debt component of the 2027 Notes was 10.5%. As of March 31, 2025, the effective interest rate on the debt component of the 2031 Notes was 6.6%.

For the three months ended March 31, 2025, no shares of Common Stock were issued upon conversion, exercise, or satisfaction of the required conditions of the 2027 Notes or the 2031 Notes. Refer to Note 10 — Supplemental equity and other information for details on the impact of the 2027 Notes and the 2031 Notes to diluted earnings per share under the if-converted method.
v3.25.1
Pensions and other postretirement benefit plans
3 Months Ended
Mar. 31, 2025
Retirement Benefits [Abstract]  
Pensions and other postretirement benefit plans
NOTE 7 — Pensions and other postretirement benefit plans

We, along with our subsidiaries, sponsor various defined benefit retirement plans, including plans established under collective bargaining agreements. Our retirement plans primarily include the (i) Gannett Retirement Plan (the "GR Plan"), (ii) Gannett Retirement Plan for Certain Union Employees, and (iii) Newsquest Scheme in the U.K., as well as other smaller and/or frozen defined benefit and defined contribution plans. We also provide health care and life insurance benefits to certain retired employees who meet age and service requirements.
Retirement plan costs include the following components:
Pension benefits
Postretirement benefits
Three months ended March 31,Three months ended March 31,
In thousands2025202420252024
Operating expenses:
Service cost - benefits earned during the period$248 $289 $$
Non-operating expenses:
Interest cost on benefit obligations20,387 20,315 526 530 
Expected return on plan assets(22,860)(24,103)— — 
Amortization of prior service cost (benefit)17 17 (142)(142)
Amortization of actuarial cost (benefit)577 715 (419)(478)
Total non-operating benefit$(1,879)$(3,056)$(35)$(90)
Total benefit for retirement plans$(1,631)$(2,767)$(27)$(81)
Contributions
We are contractually obligated to contribute to our pension and postretirement benefit plans. During the three months ended March 31, 2025, we contributed $0.2 million and $1.5 million to our pension and other postretirement plans, respectively.
v3.25.1
Fair value measurement
3 Months Ended
Mar. 31, 2025
Fair Value Disclosures [Abstract]  
Fair value measurement
NOTE 8 — Fair value measurement

In accordance with ASC 820, "Fair Value Measurement," fair value measurements are required to be disclosed using a three-tiered fair value hierarchy which distinguishes between assumptions based on market data (observable inputs) and the Company's own assumptions (unobservable inputs). Level 1 refers to fair values determined based on quoted prices in active markets for identical assets or liabilities, Level 2 refers to fair values estimated using significant other observable inputs and Level 3 includes fair values estimated using significant unobservable inputs.

As of March 31, 2025 and December 31, 2024, assets and liabilities recorded at fair value and measured on a recurring basis primarily consist of pension plan assets. As permitted by U.S. GAAP, we use net asset values ("NAV") as a practical expedient to determine the fair value of certain investments. These investments measured at NAV have not been classified in the fair value hierarchy.
The Company's debt is recorded on the condensed consolidated balance sheets at carrying value. Refer to Note 6 — Debt for additional discussion regarding fair value of the Company's debt instruments.

Certain assets are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). Assets held for sale (Level 3), which are recorded in Other current assets on the condensed consolidated balance sheets, are measured on a nonrecurring basis and are evaluated using executed purchase agreements, letters of intent or third-party valuation analyses when certain circumstances arise.

The Company performs its annual goodwill and indefinite-lived intangible impairment assessment during the fourth quarter of the year. Any resulting asset impairment would require that the asset be recorded at its fair value. The resulting fair value measurements of the assets are considered to be Level 3 measurements. Refer to Note 4 — Goodwill and intangible assets for additional discussion regarding the annual impairment assessment.
v3.25.1
Income taxes
3 Months Ended
Mar. 31, 2025
Income Tax Disclosure [Abstract]  
Income taxes
NOTE 9 — Income taxes

The following table outlines our pre-tax net loss and income tax amounts:
Three months ended March 31,
In thousands20252024
Loss before income taxes$(14,147)$(74,690)
(Benefit) provision for income taxes(6,814)10,078 
Effective tax rate48.2 %(13.5)%

The (benefit) provision for income taxes is calculated by applying the projected annual effective tax rate for the year to the current period income or loss before tax plus the tax effect of any significant or unusual items (discrete events), and changes in tax laws.

The benefit for income taxes for the three months ended March 31, 2025, was primarily driven by the pre-tax book loss and the release of valuation allowances on capital loss carryforwards associated with the sale of the Austin American-Statesman (the "Statesman"). These benefits were partially offset by the global intangible low-taxed income inclusion and an increase in valuation allowances on non-deductible U.S. interest expense carryforwards. The benefit was calculated using an estimated annual effective tax rate of 53.0%. The estimated annual effective tax rate before discrete items is principally impacted by the projected full year pre-tax book income, the global intangible low-taxed income inclusion and the increase in valuation allowances on non-deductible U.S. interest expense carryforwards, partially offset by the release of valuation allowances on capital loss carryforwards associated with the sale of the Statesman. The estimated annual effective tax rate is based on the projected tax expense for the full year.

The provision for income taxes for the three months ended March 31, 2024, was mainly driven by the pre-tax book loss, the increase in valuation allowances on non-deductible U.S. interest expense carryforwards, the global intangible low-taxed income inclusion and state tax expense. The provision was calculated using an estimated annual effective tax rate of negative 11.1%.

The total amount of unrecognized tax benefits that, if recognized, may impact the effective tax rate was approximately $43.6 million and $41.7 million as of March 31, 2025 and December 31, 2024, respectively. It is reasonably possible that further adjustments to our unrecognized tax benefits may be made within the next twelve months as a result of audit settlements, foreign judicial proceedings, lapses of statutes of limitations, or regulatory developments. At this time, an estimate of the potential change to the amount of unrecognized tax benefits cannot be made.

The Company recognizes interest and penalties related to tax matters, including unrecognized tax benefit, as a component of income tax expense. As of March 31, 2025 and December 31, 2024, the amount of accrued interest and penalties payable related to unrecognized tax benefits was $0.1 million and $0.1 million, respectively.
v3.25.1
Supplemental equity and other information
3 Months Ended
Mar. 31, 2025
Equity [Abstract]  
Supplemental equity and other information
NOTE 10 — Supplemental equity and other information

Loss per share

The following table sets forth the information to compute basic and diluted loss per share:
Three months ended March 31,
In thousands, except per share data20252024
Net loss attributable to Gannett$(7,333)$(84,768)
Basic weighted average shares outstanding143,392 140,774 
Diluted weighted average shares outstanding143,392 140,774 
Loss per share attributable to Gannett - basic$(0.05)$(0.60)
Loss per share attributable to Gannett - diluted$(0.05)$(0.60)

The Company excluded the following securities from the computation of diluted loss per share because their effect would have been antidilutive:
Three months ended March 31,
In thousands20252024
2027 Notes(a)
7,612 97,057 
2031 Notes(b)
44,745 — 
Restricted stock grants(c)
4,589 4,855 
Stock options5,416 6,068 
(a)Represents the total number of shares that would have been convertible for the three months ended March 31, 2025 and 2024 as stipulated in the 2027 Notes Indenture.
(b)Represents the total number of shares that would have been convertible for the three months ended March 31, 2025 as stipulated in the 2031 Notes Indenture.
(c)Includes restricted stock awards ("RSA"), restricted stock units ("RSU") and performance stock units ("PSU").

The 2027 Notes and 2031 Notes may be converted at any time by the holders into cash, shares of the Company's Common Stock or any combination of cash and Common Stock, at the Company's election. Conversion of all of the 2027 Notes and 2031 Notes into Common Stock (assuming the maximum increase in the conversion rate as a result of a Make-Whole Fundamental Change but no other adjustments to the conversion rate), would result in the issuance of an aggregate of 22.5 million shares of Common Stock and 143.9 million shares of Common Stock, respectively. The Company has excluded from the loss per share calculation approximately 14.9 million shares related to the possible conversion of the 2027 Notes and 99.1 million shares related to the possible conversion of the 2031 Notes, representing the difference between the total number of shares that would be convertible at March 31, 2025 and the total number of shares issuable assuming the maximum increase in the conversion rate.

Share-based compensation

Share-based compensation expense was $2.9 million and $2.8 million for the three months ended March 31, 2025 and 2024, respectively, and is included in Selling, general and administrative expenses on the condensed consolidated statements of operations and comprehensive income (loss).

The total compensation cost not yet recognized related to non-vested awards as of March 31, 2025 was $11.3 million, and is expected to be recognized over a weighted-average period of 2.0 years through April 2027.

Equity awards

There were approximately 13 thousand RSAs granted during the three months ended March 31, 2025.

Cash awards

The Company grants certain employees either long-term cash awards ("LTCAs") or cash performance units ("CPUs"). CPUs generally vest and pay out in cash on the third anniversary of the grant date based upon the achievement of threshold goals depending on actual performance against financial objectives over a three-year period. LTCAs generally vest and pay out
in cash on the first, second and third anniversaries of the date of grant. As of March 31, 2025, there was approximately $13.5 million of unrecognized compensation expense related to cash awards.

Preferred stock

The Company has authorized 300,000 shares of preferred stock, par value $0.01 per share, issuable in one or more series designated by the Company's Board of Directors, none of which have been issued. There were no issuances of preferred stock during the three months ended March 31, 2025.

Stock repurchase program

On February 1, 2022, the Company's Board of Directors authorized the repurchase of up to $100 million (the "Stock Repurchase Program") of the Company's Common Stock. Repurchases may be made from time to time through open market purchases or privately negotiated transactions, pursuant to one or more plans established pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, or by means of one or more tender offers, in each case, as permitted by securities laws and other legal requirements. The amount and timing of the purchases, if any, will depend on a number of factors, including, but not limited to, the price and availability of the Company's shares, trading volume, capital availability, Company performance and general economic and market conditions. The Stock Repurchase Program may be suspended or discontinued at any time. Further, future repurchases under our Stock Repurchase Program may be subject to various conditions under the terms of our various debt instruments and agreements, unless an exception is available or we obtain a waiver or similar relief.

During the three months ended March 31, 2025, the Company did not repurchase any shares of Common Stock under the Stock Repurchase Program. As of March 31, 2025, the remaining authorized amount under the Stock Repurchase Program was approximately $96.9 million.

Accumulated other comprehensive loss, net of tax

The following tables summarize the components of, and the changes in, Accumulated other comprehensive loss, net of tax:
Three months ended March 31, 2025Three months ended March 31, 2024
In thousandsPension and postretirement benefit plansForeign currency translation



TotalPension and postretirement benefit plansForeign currency translationTotal
Beginning balance$(54,953)$(1,211)$(56,164)$(64,344)$(1,197)$(65,541)
Other comprehensive (loss) income before reclassifications(2,732)7,274 4,542 770 (689)81 
Amounts reclassified from accumulated other comprehensive income(a)(b)
24 — 24 77 — 77 
Net current period other comprehensive (loss) income(2,708)7,274 4,566 847 (689)158 
Ending balance$(57,661)$6,063 $(51,598)$(63,497)$(1,886)$(65,383)
(a)Amounts reclassified from accumulated other comprehensive income are included in the computation of net periodic benefit cost. See Note 7 — Pensions and other postretirement benefit plans.
(b)Amounts reclassified from accumulated other comprehensive income are recorded net of tax impacts of $9 thousand and $35 thousand for the three months ended March 31, 2025 and 2024, respectively.
v3.25.1
Commitments, contingencies and other matters
3 Months Ended
Mar. 31, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments, contingencies and other matters
NOTE 11 — Commitments, contingencies, and other matters

Legal proceedings

The Company is and may become involved from time to time in legal proceedings in the ordinary course of its business, including, but not limited to, matters such as libel, invasion of privacy, intellectual property infringement, wrongful termination actions, complaints alleging employment discrimination, and regulatory investigations and inquiries. In addition, the Company is involved from time to time in governmental and administrative proceedings concerning employment, labor, environmental, and other claims. Insurance coverage mitigates potential loss for certain of these matters. Historically, such claims and proceedings have not had a material adverse effect on the Company's consolidated results of operations or financial position.

We are also defendants in judicial and administrative proceedings involving matters incidental to our business. Although the Company is unable to predict with certainty the eventual outcome of any litigation, regulatory investigation or inquiry, in
the opinion of management, the Company does not expect its current and any threatened legal proceedings to have a material adverse effect on the Company's business, financial position or consolidated results of operations. Given the inherent unpredictability of these types of proceedings, however, it is possible that future adverse outcomes could have a material effect on the Company's financial results.

On June 20, 2023, the Company filed a civil action against Google LLC and Alphabet Inc. (together, "Google") in the U.S. District Court in the Southern District of New York seeking injunctive relief and damages for the anticompetitive monopolization of advertising technology markets and for deceptive commercial practices. The Company's complaint details more than a dozen anticompetitive and deceptive acts that the Company believes demonstrate Google's unfair control and manipulation of all sides of each online advertising transaction. The Company intends to vigorously pursue this action. However, at this stage, the Company is unable to predict the outcome or impact on its business and financial results. The Company is accounting for this matter as a gain contingency, and will record any such gain in future periods, if and when the contingency is resolved, in accordance with ASC 450, "Contingencies." We do not expect pursuing this lawsuit to be a significant cost to us; however, the Company has and plans to continue to engage certain experts to participate in this matter.
The Company was a defendant in a lawsuit titled Scott O. Sapulpa ("Plaintiff") v. Gannett Co., Inc. in the District Court in the State of Oklahoma. In February 2024, a jury found for the Plaintiff and awarded compensatory damages of $5 million and $20 million in punitive damages. The Company filed an appeal in March 2024 and that appeal is currently pending. The Company cannot predict with certainty the outcome of this action. We are currently unable to estimate a range of reasonably possible loss; however, we believe that damages, if any, would be covered by the Company's insurance policies. As a result, we believe the outcome will not have a material impact on the Company's condensed consolidated financial statements.
v3.25.1
Segment reporting
3 Months Ended
Mar. 31, 2025
Segment Reporting [Abstract]  
Segment reporting
NOTE 12 — Segment reporting

We define our reportable segments based on the way the Chief Operating Decision Maker ("CODM"), which is our Chief Executive Officer, manages the operations for purposes of allocating resources and assessing segment performance. Our reportable segments include the following:

Domestic Gannett Media is comprised of our portfolio of domestic local, regional, and national newspaper publishers. The results of this segment include Digital revenues mainly derived from digital advertising offerings such as digital marketing services delivered by our DMS segment, digital distribution of our publications and digital content syndication and affiliate and partnership revenues as well as classified advertisements and display advertisements run on our platforms as well as third-party sites, and Print and commercial revenues mainly derived from the sale of local, national, and classified print advertising products, the sale of both home delivery and single copies of our publications, as well as commercial printing and distribution arrangements, and revenues from our events business.

Newsquest is comprised of our portfolio of newspaper publishers in the U.K. The results of this segment include Digital revenues mainly derived from digital advertising offerings such as digital marketing services delivered by our DMS segment, digital distribution of our publications and digital content syndication revenues as well as classified advertisements and display advertisements run on our platforms and third-party sites, and Print and commercial revenues mainly derived from the sale of local, classified, and national advertising as well as niche publications, the sale of both home delivery and single copies of our publications, as well as commercial printing.

Digital Marketing Solutions is comprised of our digital marketing services companies under the brand LocaliQ. The results of this segment include Digital revenues derived from digital marketing services generated through multiple services, including search advertising, display advertising, search optimization, social media, website development, web presence products, customer relationship management, and software-as-a-service solutions.

In addition to the reportable segments above, we have a Corporate and other category that includes activities not directly attributable to a specific reportable segment and includes broad corporate functions, including legal, human resources, accounting, analytics, finance, marketing and technology, as well as other general business costs.

In the ordinary course of business, our reportable segments enter into transactions with one another. While intersegment transactions are treated like third-party transactions to determine segment performance, the revenues and expenses recognized by the segment that is the counterparty to the transaction are eliminated in consolidation and do not affect consolidated results.
We regularly provide management reports to the CODM that include segment revenue and Adjusted EBITDA. Significant segment expenses regularly provided to the CODM, and included within Adjusted EBITDA include Payroll, Benefits, Newsprint & ink, Distribution, Outside services and Digital costs.

The CODM uses Adjusted EBITDA to evaluate the performance of the segments and allocate resources. Adjusted EBITDA provides an assessment of controllable expenses and affords the CODM the ability to make decisions which are expected to facilitate meeting current financial goals as well as achieve optimal financial performance. Adjusted EBITDA is a non-GAAP financial performance measure we believe offers a useful view of the overall operation of our businesses and may be different than similarly-titled measures used by other companies. We define Adjusted EBITDA as Net income (loss) attributable to Gannett before (1) Income tax expense (benefit), (2) Interest expense, (3) Gains or losses on the early extinguishment of debt, (4) Non-operating pension income, (5) Loss on convertible notes derivative, (6) Depreciation and amortization, (7) Integration and reorganization costs, (8) Third-party debt expenses and acquisition costs, (9) Asset impairments, (10) Goodwill and intangible impairments, (11) Gains or losses on the sale or disposal of assets, (12) Share-based compensation, (13) Other non-operating (income) expense, net, and (14) Non-recurring items.

Management considers Adjusted EBITDA to be an important metric to evaluate and compare the ongoing operating performance of our segments on a consistent basis across reporting periods as it eliminates the effect of items that we do not believe are indicative of each segment's core operating performance.
Three months ended March 31, 2025
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherTotal
Revenues$440,070 $55,848 $108,709 $1,479 $606,106 
Elimination of intersegment revenues— — — — (34,533)
Total revenues440,070 55,848 108,709 1,479 571,573 
Payroll124,688 23,452 25,027 24,667 197,834 
Benefits25,201 1,048 3,696 2,286 32,231 
Newsprint and ink14,413 2,303 — — 16,716 
Distribution64,505 3,010 — — 67,515 
Outside services41,227 2,875 2,872 33,314 80,288 
Digital costs42,240 2,000 66,467 525 111,232 
Other(a)
94,631 7,226 2,178 (54,254)49,781 
Elimination of intersegment expenses— — — — (34,533)
Adjusted EBITDA33,165 13,934 8,469 (5,059)50,509 
Interest expense26,083 
Loss on early extinguishment of debt1,274 
Non-operating pension income(1,914)
Depreciation and amortization42,634 
Integration and reorganization costs(b)
9,498 
Third-party debt expenses and acquisition costs(c)
323 
Asset impairments1,894 
Gain on sale or disposal of assets, net(20,680)
Share-based compensation expense2,879 
Other non-operating income, net(1,323)
Non-recurring items3,988 
Loss before income taxes(14,147)
Benefit for income taxes(6,814)
Net loss attributable to Gannett$(7,333)
(a)Other expenses include corporate allocations of shared costs and Equity loss (income) in unconsolidated investees, net, which are not separately provided to the CODM. Corporate allocations include, but are not limited to legal, human resources, accounting, analytics, finance, marketing and technology, as well as other general business costs.
(b)    Integration and reorganization costs mainly reflect severance-related expenses and other reorganization-related costs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations.
(c)    Third-party debt expenses and acquisition costs are included in Other operating expenses on the condensed consolidated statements of operations and comprehensive income (loss).
Three months ended March 31, 2024
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherTotal
Revenues$495,719 $60,198 $117,045 $1,604 $674,566 
Elimination of intersegment revenues— — — — (38,805)
Total revenues495,719 60,198 117,045 1,604 635,761 
Payroll134,798 23,663 25,374 24,813 208,648 
Benefits24,366 1,061 3,277 4,459 33,163 
Newsprint and ink18,573 2,624 — — 21,197 
Distribution74,483 3,186 — — 77,669 
Outside services47,702 2,537 2,285 36,545 89,069 
Digital costs45,408 2,396 73,111 524 121,439 
Other(a)
105,909 10,568 4,219 (54,904)65,792 
Elimination of intersegment expenses— — — — (38,805)
Adjusted EBITDA44,480 14,163 8,779 (9,833)57,589 
Interest expense26,565 
Gain on early extinguishment of debt(617)
Non-operating pension income(3,146)
Depreciation and amortization38,298 
Integration and reorganization costs(b)
17,881 
Third-party debt expenses and acquisition costs(c)
178 
Asset impairments45,989 
Loss on sale or disposal of assets, net552 
Share-based compensation expense2,826 
Other non-operating expense, net1,817 
Non-recurring items1,936 
Loss before income taxes(74,690)
Provision for income taxes10,078 
Net loss attributable to Gannett$(84,768)
(a)Other expenses include corporate allocations of shared costs and Equity loss (income) in unconsolidated investees, net, which are not separately provided to the CODM. Corporate allocations include, but are not limited to legal, human resources, accounting, analytics, finance, marketing and technology, as well as other general business costs.
(b)    Integration and reorganization costs mainly reflect severance-related expenses and other reorganization-related costs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations.
(c)    Third-party debt expenses and acquisition costs are included in Other operating expenses on the condensed consolidated statements of operations and comprehensive income (loss).

Asset and asset related information by segment are not key measures of performance used by the CODM function. Accordingly, we have not disclosed asset and asset related information by segment. Additionally, equity income in unconsolidated investees, net, interest expense, other non-operating items, net, and provision for income taxes, as reported in the condensed consolidated financial statements, are not part of operating income and are primarily recorded at the corporate level.
v3.25.1
Other supplemental information
3 Months Ended
Mar. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Other supplemental information
NOTE 13 — Other supplemental information
Disposition

On February 28, 2025, the Company completed its sale of the Statesman to Hearst Corporation. As a result of the sale, we recognized a pre-tax gain of approximately $20.8 million, net of selling expenses, which is included in (Gain) loss on sale or disposal of assets, net on the condensed consolidated statement of operations and comprehensive income (loss) for the three months ended March 31, 2025.
Cash and cash equivalents, including restricted cash

Cash equivalents represent highly liquid certificates of deposit which have original maturities of three months or less. Restricted cash is held as cash collateral for certain business operations. Restricted cash primarily consists of funding for letters
of credit, cash held in an irrevocable grantor trust for our deferred compensation plans and cash held with banking institutions for insurance.

The following table presents a reconciliation of cash, cash equivalents and restricted cash:
March 31,
In thousands20252024
Cash and cash equivalents$85,912 $93,334 
Restricted cash included in other current assets60 397 
Restricted cash included in pension and other assets10,111 9,645 
Total cash, cash equivalents and restricted cash$96,083 $103,376 
Supplemental cash flow information

The following table presents supplemental cash flow information, including non-cash investing and financing activities:

Three months ended March 31,
In thousands20252024
Cash paid for taxes, net of refunds$72 $1,777 
Cash paid for interest7,946 9,577 
Non-cash investing and financing activities:
Accrued capital expenditures$34,611 $14,073 
Accounts payable and accrued liabilities

A breakout of Accounts payable and accrued liabilities is presented below:

In thousands March 31, 2025December 31, 2024
Accounts payable$153,746 $154,162 
Compensation56,602 81,738 
Taxes (primarily property, sales, and payroll taxes)11,208 9,135 
Benefits19,496 19,765 
Interest20,073 3,972 
Other48,676 49,612 
Accounts payable and accrued liabilities$309,801 $318,384 
v3.25.1
Subsequent events
3 Months Ended
Mar. 31, 2025
Subsequent Events [Abstract]  
Subsequent events
NOTE 14 — Subsequent events

Debt repurchase

In April 2025, the Company received a waiver from certain lenders of our 2029 Term Loan Facility, and entered into a privately negotiated agreement with a holder of our 2027 Notes to repurchase $14.0 million of principal of our outstanding 2027 Notes at 105% of par value for $15.0 million in cash, including accrued interest. This transaction was financed using proceeds from the Company's 2029 Delayed Draw Facility. As a result of this transaction, the Company expects to recognize an immaterial loss on the early extinguishment of debt in the second quarter of 2025.
v3.25.1
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Pay vs Performance Disclosure    
Net Income (Loss) $ (7,333) $ (84,768)
v3.25.1
Insider Trading Arrangements
3 Months Ended
Mar. 31, 2025
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.25.1
Description of business and basis of presentation (Policies)
3 Months Ended
Mar. 31, 2025
Accounting Policies [Abstract]  
Basis of presentation
Basis of presentation

The unaudited condensed consolidated financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. As permitted under those rules, certain notes or other financial information that are normally required by U.S. GAAP have been condensed or omitted from these interim financial statements. The unaudited condensed consolidated financial statements should therefore be read in conjunction with the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024.
In the opinion of management, the unaudited condensed consolidated financial statements as of March 31, 2025 include all the assets, liabilities, revenues, expenses, and cash flows of entities which Gannett controls due to ownership of a majority voting interest ("subsidiaries"). In addition, in the opinion of management, the unaudited condensed consolidated financial statements as of March 31, 2025 reflect all necessary adjustments for a fair statement of the results for the interim period. All significant intercompany accounts and transactions have been eliminated in consolidation, and the Company consolidates its subsidiaries.
Use of estimates
Use of estimates

The preparation of the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited condensed consolidated financial statements and footnotes thereto. Actual results could differ materially from those estimates.
Significant estimates inherent in the preparation of the unaudited condensed consolidated financial statements include pension and postretirement benefit obligation assumptions, income taxes, goodwill and intangible asset impairment analysis, valuation of property, plant, and equipment and the mark to market of the conversion feature associated with the convertible debt.
Recent accounting pronouncements not yet adopted
Recent accounting pronouncements not yet adopted

Induced conversions of convertible debt instruments

In November 2024, the FASB issued guidance, ASU 2024-04, which clarifies the assessment of whether certain settlements of convertible debt instruments should be accounted for as an inducement conversion. The new guidance is effective for annual reporting periods beginning after December 15, 2025, and interim periods within those annual periods. The
Company is currently evaluating the provisions of the updated guidance and assessing the impact on the condensed consolidated financial statements.

Disaggregation of income statement expenses

In November 2024, the FASB issued guidance, ASU 2024-03, which requires disaggregated disclosures of certain categories of expenses that are included in expense line items on the face of the income statement. The disclosures are required on an annual and interim basis. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. The Company is currently evaluating the provisions of the updated guidance and assessing the impact on the condensed consolidated financial statements.

Income tax disclosures

In November 2023, the FASB issued guidance, ASU 2023-09, which enhances annual income tax disclosures. ASU 2023-09 requires disaggregated information about a reporting entity's effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 will be effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the provisions of the updated guidance and assessing the impact on the condensed consolidated financial statements.
v3.25.1
Revenues (Tables)
3 Months Ended
Mar. 31, 2025
Revenue from Contract with Customer [Abstract]  
Schedule of Disaggregation of Revenue
The following tables present our revenues disaggregated by segment and revenue type:

Three months ended March 31, 2025
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherIntersegment eliminationsConsolidated
Digital advertising$71,454 $11,917 $— $— $— $83,371 
Digital marketing services32,758 1,870 108,709 — (34,533)108,804 
Digital-only subscription41,266 1,993 — — — 43,259 
Digital other
10,573 2,908 — 1,479 — 14,960 
Digital156,051 18,688 108,709 1,479 (34,533)250,394 
Print advertising105,175 17,453 — — — 122,628 
Print circulation133,204 15,846 — — — 149,050 
Commercial and other(a)
45,640 3,861 — — — 49,501 
Print and commercial284,019 37,160    321,179 
Total revenues(b)
$440,070 $55,848 $108,709 $1,479 $(34,533)$571,573 
(a)     For the three months ended March 31, 2025, included Commercial printing and delivery revenues of $29.8 million and $2.4 million at the Domestic Gannett Media and Newsquest segments, respectively.
(b)     Revenues generated from international operations comprised 11.5% of total revenues for the three months ended March 31, 2025.
Three months ended March 31, 2024
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherIntersegment eliminationsConsolidated
Digital advertising$70,941 $13,525 $— $— $— $84,466 
Digital marketing services36,086 2,088 117,045 — (38,805)116,414 
Digital-only subscription41,911 1,568 — — — 43,479 
Digital other
18,797 2,739 — 1,604 — 23,140 
Digital167,735 19,920 117,045 1,604 (38,805)267,499 
Print advertising115,619 19,057 — — — 134,676 
Print circulation156,246 17,077 — — — 173,323 
Commercial and other(a)
56,119 4,144 — — — 60,263 
Print and commercial327,984 40,278    368,262 
Total revenues(b)
$495,719 $60,198 $117,045 $1,604 $(38,805)$635,761 
(a)     For the three months ended March 31, 2024, included Commercial printing and delivery revenues of $40.5 million and $2.5 million at the Domestic Gannett Media and Newsquest segments, respectively.
(b)     Revenues generated from international operations comprised 11.0% of total revenues for the three months ended March 31, 2024.
Schedule of Deferred Revenue
The following table presents the change in the deferred revenues balance:

Three months ended March 31,
In thousands20252024
Beginning balance$108,000 $120,502 
Receipts, net of refunds235,720 276,597 
Revenue recognized(231,140)(277,590)
Ending balance$112,580 $119,509 
v3.25.1
Accounts receivable, net (Tables)
3 Months Ended
Mar. 31, 2025
Receivables [Abstract]  
Schedule of Allowance for Doubtful Accounts The following table presents changes in the allowance for doubtful accounts:
Three months ended March 31,
In thousands20252024
Beginning balance$13,596 $16,338 
Current period provision410 567 
Write-offs charged against the allowance(2,571)(2,138)
Recoveries of amounts previously written-off370 744 
Other69 32 
Ending balance$11,874 $15,543 
v3.25.1
Goodwill and intangible assets (Tables)
3 Months Ended
Mar. 31, 2025
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill and Intangible Assets
Goodwill and intangible assets consisted of the following:
March 31, 2025December 31, 2024
 In thousandsGross carrying amountAccumulated
amortization
Net carrying
amount
Gross carrying amountAccumulated
amortization
Net carrying
amount
Finite-lived intangible assets:
Advertiser relationships$434,195 $284,376 $149,819 $445,356 $279,176 $166,180 
Other customer relationships88,541 61,130 27,411 89,106 59,198 29,908 
Subscriber relationships240,259 185,228 55,031 250,820 183,895 66,925 
Other intangible assets66,870 66,729 141 66,870 66,212 658 
Sub-total$829,865 $597,463 $232,402 $852,152 $588,481 $263,671 
Indefinite-lived intangible assets:
Mastheads163,552 166,703 
Total intangible assets$395,954 $430,374 
Goodwill$518,099 $530,028 
v3.25.1
Integration and reorganization costs, and asset impairments (Tables)
3 Months Ended
Mar. 31, 2025
Restructuring and Related Activities [Abstract]  
Schedule of Restructuring and Related Costs
The Company recorded severance-related expenses by segment as follows:
Three months ended March 31,
In thousands20252024
Domestic Gannett Media$4,155 $4,077 
Newsquest106 169 
Digital Marketing Solutions1,109 25 
Corporate and other791 983 
Total$6,161 $5,254 

A roll-forward of the accrued severance and related expenses included in Accounts payable and accrued liabilities on the condensed consolidated balance sheets for the three months ended March 31, 2025 is as follows:
In thousandsSeverance and
related expenses
Beginning balance$5,491 
Restructuring provision included in integration and reorganization costs6,161 
Cash payments(2,995)
Other(a)
1,915 
Ending balance$10,572 
(a)    Included $1.8 million related to the departure of the Company's former Chief Financial Officer.
Schedule of Facility Consolidation and Other Restructuring Expenses The Company recorded Other reorganization-related costs by segment as follows:
Three months ended March 31,
In thousands20252024
Domestic Gannett Media(a)
$(834)$10,812 
Corporate and other(b)
4,171 1,815 
Total$3,337 $12,627 
(a) For the three months ended March 31, 2025, Other restructuring-related costs at the Domestic Gannett Media segment included the reversal of a withdrawal liability related to a multiemployer pension plan of $1.8 million based on the settlement of the withdrawal liability. For the three months ended March 31, 2024, Other restructuring-related costs at the Domestic Gannett Media segment primarily reflected $9.7 million expensed as of the cease-use date related to certain licensed content.
(b)    For the three months ended March 31, 2025, Other restructuring-related costs at our Corporate and other category included $2.1 million expensed related to the departure of the Company's former Chief Financial Officer.
v3.25.1
Debt (Tables)
3 Months Ended
Mar. 31, 2025
Debt Disclosure [Abstract]  
Schedule of Debt
The Company's debt as of March 31, 2025 and December 31, 2024 consisted of the financing arrangements described below.
March 31, 2025December 31, 2024
In millionsPrincipal balanceUnamortized original issue discountUnamortized deferred financing costsCarrying valuePrincipal balanceUnamortized original issue discountUnamortized deferred financing costsCarrying value
2029 Term Loan Facility$775.5 $(10.8)$(6.8)$757.9 $850.0 $(12.2)$(7.7)$830.1 
2031 Notes223.7 (4.8)(2.7)216.2 223.7 (5.0)(2.8)215.9 
2027 Notes38.1 (3.9)(0.1)34.1 38.1 (4.2)(0.1)33.8 
Total debt$1,037.3 $(19.5)$(9.6)$1,008.2 $1,111.8 $(21.4)$(10.6)$1,079.8 
Less: Current portion of long-term debt$(68.0)$— $— $(68.0)$(74.3)$— $— $(74.3)
Non-current portion of long-term debt$969.3 $(19.5)$(9.6)$940.2 $1,037.5 $(21.4)$(10.6)$1,005.5 
v3.25.1
Pensions and other postretirement benefit plans (Tables)
3 Months Ended
Mar. 31, 2025
Retirement Benefits [Abstract]  
Schedule of Retirement Plan Costs
Retirement plan costs include the following components:
Pension benefits
Postretirement benefits
Three months ended March 31,Three months ended March 31,
In thousands2025202420252024
Operating expenses:
Service cost - benefits earned during the period$248 $289 $$
Non-operating expenses:
Interest cost on benefit obligations20,387 20,315 526 530 
Expected return on plan assets(22,860)(24,103)— — 
Amortization of prior service cost (benefit)17 17 (142)(142)
Amortization of actuarial cost (benefit)577 715 (419)(478)
Total non-operating benefit$(1,879)$(3,056)$(35)$(90)
Total benefit for retirement plans$(1,631)$(2,767)$(27)$(81)
v3.25.1
Income taxes (Tables)
3 Months Ended
Mar. 31, 2025
Income Tax Disclosure [Abstract]  
Schedule of Pre-tax Net Loss and Income Tax
The following table outlines our pre-tax net loss and income tax amounts:
Three months ended March 31,
In thousands20252024
Loss before income taxes$(14,147)$(74,690)
(Benefit) provision for income taxes(6,814)10,078 
Effective tax rate48.2 %(13.5)%
v3.25.1
Supplemental equity and other information (Tables)
3 Months Ended
Mar. 31, 2025
Equity [Abstract]  
Schedule of Basic and Diluted Loss per Share
The following table sets forth the information to compute basic and diluted loss per share:
Three months ended March 31,
In thousands, except per share data20252024
Net loss attributable to Gannett$(7,333)$(84,768)
Basic weighted average shares outstanding143,392 140,774 
Diluted weighted average shares outstanding143,392 140,774 
Loss per share attributable to Gannett - basic$(0.05)$(0.60)
Loss per share attributable to Gannett - diluted$(0.05)$(0.60)
Schedule of Securities Excluded From Computation of Diluted Loss Per Share
The Company excluded the following securities from the computation of diluted loss per share because their effect would have been antidilutive:
Three months ended March 31,
In thousands20252024
2027 Notes(a)
7,612 97,057 
2031 Notes(b)
44,745 — 
Restricted stock grants(c)
4,589 4,855 
Stock options5,416 6,068 
(a)Represents the total number of shares that would have been convertible for the three months ended March 31, 2025 and 2024 as stipulated in the 2027 Notes Indenture.
(b)Represents the total number of shares that would have been convertible for the three months ended March 31, 2025 as stipulated in the 2031 Notes Indenture.
(c)Includes restricted stock awards ("RSA"), restricted stock units ("RSU") and performance stock units ("PSU").
Schedule of Accumulated Other Comprehensive Loss, Net of Tax
The following tables summarize the components of, and the changes in, Accumulated other comprehensive loss, net of tax:
Three months ended March 31, 2025Three months ended March 31, 2024
In thousandsPension and postretirement benefit plansForeign currency translation



TotalPension and postretirement benefit plansForeign currency translationTotal
Beginning balance$(54,953)$(1,211)$(56,164)$(64,344)$(1,197)$(65,541)
Other comprehensive (loss) income before reclassifications(2,732)7,274 4,542 770 (689)81 
Amounts reclassified from accumulated other comprehensive income(a)(b)
24 — 24 77 — 77 
Net current period other comprehensive (loss) income(2,708)7,274 4,566 847 (689)158 
Ending balance$(57,661)$6,063 $(51,598)$(63,497)$(1,886)$(65,383)
(a)Amounts reclassified from accumulated other comprehensive income are included in the computation of net periodic benefit cost. See Note 7 — Pensions and other postretirement benefit plans.
(b)Amounts reclassified from accumulated other comprehensive income are recorded net of tax impacts of $9 thousand and $35 thousand for the three months ended March 31, 2025 and 2024, respectively.
v3.25.1
Segment reporting (Tables)
3 Months Ended
Mar. 31, 2025
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
Three months ended March 31, 2025
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherTotal
Revenues$440,070 $55,848 $108,709 $1,479 $606,106 
Elimination of intersegment revenues— — — — (34,533)
Total revenues440,070 55,848 108,709 1,479 571,573 
Payroll124,688 23,452 25,027 24,667 197,834 
Benefits25,201 1,048 3,696 2,286 32,231 
Newsprint and ink14,413 2,303 — — 16,716 
Distribution64,505 3,010 — — 67,515 
Outside services41,227 2,875 2,872 33,314 80,288 
Digital costs42,240 2,000 66,467 525 111,232 
Other(a)
94,631 7,226 2,178 (54,254)49,781 
Elimination of intersegment expenses— — — — (34,533)
Adjusted EBITDA33,165 13,934 8,469 (5,059)50,509 
Interest expense26,083 
Loss on early extinguishment of debt1,274 
Non-operating pension income(1,914)
Depreciation and amortization42,634 
Integration and reorganization costs(b)
9,498 
Third-party debt expenses and acquisition costs(c)
323 
Asset impairments1,894 
Gain on sale or disposal of assets, net(20,680)
Share-based compensation expense2,879 
Other non-operating income, net(1,323)
Non-recurring items3,988 
Loss before income taxes(14,147)
Benefit for income taxes(6,814)
Net loss attributable to Gannett$(7,333)
(a)Other expenses include corporate allocations of shared costs and Equity loss (income) in unconsolidated investees, net, which are not separately provided to the CODM. Corporate allocations include, but are not limited to legal, human resources, accounting, analytics, finance, marketing and technology, as well as other general business costs.
(b)    Integration and reorganization costs mainly reflect severance-related expenses and other reorganization-related costs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations.
(c)    Third-party debt expenses and acquisition costs are included in Other operating expenses on the condensed consolidated statements of operations and comprehensive income (loss).
Three months ended March 31, 2024
In thousandsDomestic Gannett MediaNewsquestDigital Marketing SolutionsCorporate and otherTotal
Revenues$495,719 $60,198 $117,045 $1,604 $674,566 
Elimination of intersegment revenues— — — — (38,805)
Total revenues495,719 60,198 117,045 1,604 635,761 
Payroll134,798 23,663 25,374 24,813 208,648 
Benefits24,366 1,061 3,277 4,459 33,163 
Newsprint and ink18,573 2,624 — — 21,197 
Distribution74,483 3,186 — — 77,669 
Outside services47,702 2,537 2,285 36,545 89,069 
Digital costs45,408 2,396 73,111 524 121,439 
Other(a)
105,909 10,568 4,219 (54,904)65,792 
Elimination of intersegment expenses— — — — (38,805)
Adjusted EBITDA44,480 14,163 8,779 (9,833)57,589 
Interest expense26,565 
Gain on early extinguishment of debt(617)
Non-operating pension income(3,146)
Depreciation and amortization38,298 
Integration and reorganization costs(b)
17,881 
Third-party debt expenses and acquisition costs(c)
178 
Asset impairments45,989 
Loss on sale or disposal of assets, net552 
Share-based compensation expense2,826 
Other non-operating expense, net1,817 
Non-recurring items1,936 
Loss before income taxes(74,690)
Provision for income taxes10,078 
Net loss attributable to Gannett$(84,768)
(a)Other expenses include corporate allocations of shared costs and Equity loss (income) in unconsolidated investees, net, which are not separately provided to the CODM. Corporate allocations include, but are not limited to legal, human resources, accounting, analytics, finance, marketing and technology, as well as other general business costs.
(b)    Integration and reorganization costs mainly reflect severance-related expenses and other reorganization-related costs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations.
(c)    Third-party debt expenses and acquisition costs are included in Other operating expenses on the condensed consolidated statements of operations and comprehensive income (loss).
v3.25.1
Other supplemental information (Tables)
3 Months Ended
Mar. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Cash and Cash Equivalents
The following table presents a reconciliation of cash, cash equivalents and restricted cash:
March 31,
In thousands20252024
Cash and cash equivalents$85,912 $93,334 
Restricted cash included in other current assets60 397 
Restricted cash included in pension and other assets10,111 9,645 
Total cash, cash equivalents and restricted cash$96,083 $103,376 
Schedule of Restrictions on Cash and Cash Equivalents
The following table presents a reconciliation of cash, cash equivalents and restricted cash:
March 31,
In thousands20252024
Cash and cash equivalents$85,912 $93,334 
Restricted cash included in other current assets60 397 
Restricted cash included in pension and other assets10,111 9,645 
Total cash, cash equivalents and restricted cash$96,083 $103,376 
Schedule of Supplemental Cash Flow Information
The following table presents supplemental cash flow information, including non-cash investing and financing activities:

Three months ended March 31,
In thousands20252024
Cash paid for taxes, net of refunds$72 $1,777 
Cash paid for interest7,946 9,577 
Non-cash investing and financing activities:
Accrued capital expenditures$34,611 $14,073 
Schedule of Accounts Payable and Accrued Liabilities
A breakout of Accounts payable and accrued liabilities is presented below:

In thousands March 31, 2025December 31, 2024
Accounts payable$153,746 $154,162 
Compensation56,602 81,738 
Taxes (primarily property, sales, and payroll taxes)11,208 9,135 
Benefits19,496 19,765 
Interest20,073 3,972 
Other48,676 49,612 
Accounts payable and accrued liabilities$309,801 $318,384 
v3.25.1
Description of business and basis of presentation (Details)
3 Months Ended
Mar. 31, 2025
segment
Accounting Policies [Abstract]  
Number of operating segments 3
v3.25.1
Revenues - Schedule of Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Disaggregation of Revenue    
Total revenues $ 571,573 $ 635,761
International | Revenue Benchmark | Geographic Concentration Risk    
Disaggregation of Revenue    
Revenue, percentage 11.50% 11.00%
Digital    
Disaggregation of Revenue    
Total revenues $ 250,394 $ 267,499
Digital advertising    
Disaggregation of Revenue    
Total revenues 83,371 84,466
Digital marketing services    
Disaggregation of Revenue    
Total revenues 108,804 116,414
Digital-only subscription    
Disaggregation of Revenue    
Total revenues 43,259 43,479
Digital other    
Disaggregation of Revenue    
Total revenues 14,960 23,140
Print and commercial    
Disaggregation of Revenue    
Total revenues 321,179 368,262
Print advertising    
Disaggregation of Revenue    
Total revenues 122,628 134,676
Print circulation    
Disaggregation of Revenue    
Total revenues 149,050 173,323
Commercial and other    
Disaggregation of Revenue    
Total revenues 49,501 60,263
Operating Segments | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 440,070 495,719
Operating Segments | Newsquest    
Disaggregation of Revenue    
Total revenues 55,848 60,198
Operating Segments | Digital Marketing Solutions    
Disaggregation of Revenue    
Total revenues 108,709 117,045
Operating Segments | Digital | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 156,051 167,735
Operating Segments | Digital | Newsquest    
Disaggregation of Revenue    
Total revenues 18,688 19,920
Operating Segments | Digital | Digital Marketing Solutions    
Disaggregation of Revenue    
Total revenues 108,709 117,045
Operating Segments | Digital advertising | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 71,454 70,941
Operating Segments | Digital advertising | Newsquest    
Disaggregation of Revenue    
Total revenues 11,917 13,525
Operating Segments | Digital marketing services | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 32,758 36,086
Operating Segments | Digital marketing services | Newsquest    
Disaggregation of Revenue    
Total revenues 1,870 2,088
Operating Segments | Digital marketing services | Digital Marketing Solutions    
Disaggregation of Revenue    
Total revenues 108,709 117,045
Operating Segments | Digital-only subscription | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 41,266 41,911
Operating Segments | Digital-only subscription | Newsquest    
Disaggregation of Revenue    
Total revenues 1,993 1,568
Operating Segments | Digital other | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 10,573 18,797
Operating Segments | Digital other | Newsquest    
Disaggregation of Revenue    
Total revenues 2,908 2,739
Operating Segments | Print and commercial | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 284,019 327,984
Operating Segments | Print and commercial | Newsquest    
Disaggregation of Revenue    
Total revenues 37,160 40,278
Operating Segments | Print advertising | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 105,175 115,619
Operating Segments | Print advertising | Newsquest    
Disaggregation of Revenue    
Total revenues 17,453 19,057
Operating Segments | Print circulation | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 133,204 156,246
Operating Segments | Print circulation | Newsquest    
Disaggregation of Revenue    
Total revenues 15,846 17,077
Operating Segments | Commercial and other | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 45,640 56,119
Operating Segments | Commercial and other | Newsquest    
Disaggregation of Revenue    
Total revenues 3,861 4,144
Operating Segments | Commercial Printing and Delivery Revenue | Domestic Gannett Media    
Disaggregation of Revenue    
Total revenues 29,800 40,500
Operating Segments | Commercial Printing and Delivery Revenue | Newsquest    
Disaggregation of Revenue    
Total revenues 2,400 2,500
Corporate and other    
Disaggregation of Revenue    
Total revenues 1,479 1,604
Corporate and other | Digital    
Disaggregation of Revenue    
Total revenues 1,479 1,604
Corporate and other | Digital other    
Disaggregation of Revenue    
Total revenues 1,479 1,604
Intersegment eliminations    
Disaggregation of Revenue    
Total revenues 34,533 38,805
Intersegment eliminations | Digital    
Disaggregation of Revenue    
Total revenues 34,533 38,805
Intersegment eliminations | Digital marketing services    
Disaggregation of Revenue    
Total revenues $ 34,533 $ 38,805
v3.25.1
Revenues - Narrative (Details) - Customer Subscription - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-04-01
Mar. 31, 2025
Minimum  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Expected timing of satisfaction (in months) 1 month
Maximum  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Expected timing of satisfaction (in months) 12 months
v3.25.1
Revenues - Schedule of Deferred Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Movement in Deferred Revenue [Roll Forward]    
Beginning balance $ 108,000 $ 120,502
Receipts, net of refunds 235,720 276,597
Revenue recognized (231,140) (277,590)
Ending balance $ 112,580 $ 119,509
v3.25.1
Accounts receivable, net - Schedule of Allowance for Doubtful Accounts (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Accounts Receivable, Allowance for Credit Loss    
Beginning balance $ 13,596 $ 16,338
Current period provision 410 567
Write-offs charged against the allowance (2,571) (2,138)
Recoveries of amounts previously written-off 370 744
Other 69 32
Ending balance $ 11,874 $ 15,543
v3.25.1
Accounts receivable, net - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Receivables [Abstract]    
Bad debt expense $ 410 $ 567
v3.25.1
Goodwill and intangible assets - Schedule of Goodwill and Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2025
Dec. 31, 2024
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 829,865 $ 852,152
Accumulated amortization 597,463 588,481
Net carrying amount 232,402 263,671
Indefinite-lived intangible assets:    
Total intangible assets 395,954 430,374
Goodwill 518,099 530,028
Mastheads    
Indefinite-lived intangible assets:    
Non-amortized intangible assets 163,552 166,703
Advertiser relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 434,195 445,356
Accumulated amortization 284,376 279,176
Net carrying amount 149,819 166,180
Other customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 88,541 89,106
Accumulated amortization 61,130 59,198
Net carrying amount 27,411 29,908
Subscriber relationships    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 240,259 250,820
Accumulated amortization 185,228 183,895
Net carrying amount 55,031 66,925
Other intangible assets    
Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 66,870 66,870
Accumulated amortization 66,729 66,212
Net carrying amount $ 141 $ 658
v3.25.1
Goodwill and intangible assets - Narrative (Details)
3 Months Ended
Mar. 31, 2025
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
Asset impairment charges $ 0
v3.25.1
Integration and reorganization costs, and asset impairments - Schedule of Severance-Related Expenses (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Restructuring Cost and Reserve    
Consolidation charges and other restructuring-related costs $ 9,498 $ 17,881
Severance    
Restructuring Cost and Reserve    
Consolidation charges and other restructuring-related costs 6,161 5,254
Operating Segments | Domestic Gannett Media | Severance    
Restructuring Cost and Reserve    
Consolidation charges and other restructuring-related costs 4,155 4,077
Operating Segments | Newsquest | Severance    
Restructuring Cost and Reserve    
Consolidation charges and other restructuring-related costs 106 169
Operating Segments | Digital Marketing Solutions | Severance    
Restructuring Cost and Reserve    
Consolidation charges and other restructuring-related costs 1,109 25
Corporate and other | Severance    
Restructuring Cost and Reserve    
Consolidation charges and other restructuring-related costs $ 791 $ 983
v3.25.1
Integration and reorganization costs, and asset impairments - Schedule of Restructuring Reserve (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Restructuring Reserve    
Restructuring provision included in integration and reorganization costs $ 9,498 $ 17,881
Severance    
Restructuring Reserve    
Beginning balance 5,491  
Restructuring provision included in integration and reorganization costs 6,161 $ 5,254
Cash payments (2,995)  
Other 1,915  
Ending balance 10,572  
Severance | Former Chief Financial Officer    
Restructuring Reserve    
Other $ 1,800  
v3.25.1
Integration and reorganization costs, and asset impairments - Schedule of Other Reorganization-Related Charges (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Other Restructuring    
Restructuring Cost and Reserve    
Total $ 3,337 $ 12,627
Operating Segments | Domestic Gannett Media | Other Restructuring    
Restructuring Cost and Reserve    
Total (834) 10,812
Operating Segments | Domestic Gannett Media | Other Restructuring, Multiemployer Pension Plans    
Restructuring Cost and Reserve    
Total 1,800  
Operating Segments | Domestic Gannett Media | Other Restructuring, Licensed Content    
Restructuring Cost and Reserve    
Total   9,700
Corporate and other | Other Restructuring    
Restructuring Cost and Reserve    
Total 4,171 $ 1,815
Corporate and other | Severance    
Restructuring Cost and Reserve    
Total $ 2,100  
v3.25.1
Integration and reorganization costs, and asset impairments - Narrative (Details)
$ in Millions
3 Months Ended
Mar. 31, 2024
USD ($)
Restructuring and Related Activities [Abstract]  
Operating lease impairment loss $ 46.0
v3.25.1
Debt - Schedule of Debt (Details) - USD ($)
Mar. 31, 2025
Dec. 31, 2024
Oct. 15, 2024
Debt Instrument      
Principal balance $ 1,037,300,000 $ 1,111,800,000  
Unamortized original issue discount (19,500,000) (21,400,000)  
Unamortized deferred financing costs (9,600,000) (10,600,000)  
Long-term debt 689,945,000 755,754,000  
Aggregate principal amount of debt 1,008,200,000 1,079,800,000  
Long term debt, gross, current (68,000,000.0) (74,300,000)  
Debt instrument unamortized discount current 0 0  
Debt issuance costs, current, net 0 0  
Long-term debt, current maturities (68,000,000.0) (74,300,000)  
Long term debt, gross, noncurrent 969,300,000 1,037,500,000  
Debt instrument, unamortized discount, noncurrent (19,500,000) (21,400,000)  
Debt issuance costs, noncurrent, net (9,600,000) (10,600,000)  
Non-current portion of long-term debt 940,200,000 1,005,500,000  
2029 Term Loan Facility | Senior Secured Term Loan Facility      
Debt Instrument      
Principal balance 775,500,000 850,000,000.0  
Unamortized original issue discount (10,800,000) (12,200,000)  
Unamortized deferred financing costs (6,800,000) (7,700,000)  
Secured debt 757,900,000 830,100,000  
2031 Notes | Convertible Debt      
Debt Instrument      
Principal balance 223,700,000 223,700,000 $ 110,000
Unamortized original issue discount (4,800,000) (5,000,000.0)  
Unamortized deferred financing costs (2,700,000) (2,800,000)  
Long-term debt 216,200,000 215,900,000  
2027 Notes | Convertible Debt      
Debt Instrument      
Principal balance 38,100,000 38,100,000  
Unamortized original issue discount (3,900,000) (4,200,000)  
Unamortized deferred financing costs (100,000) (100,000)  
Long-term debt $ 34,100,000 $ 33,800,000  
v3.25.1
Debt - 2029 Term Loan Facility (Details) - USD ($)
3 Months Ended
Oct. 15, 2024
Oct. 15, 2021
Mar. 31, 2025
Mar. 31, 2024
Dec. 31, 2024
Line of Credit Facility          
Principal balance     $ 1,037,300,000   $ 1,111,800,000
Loss on early extinguishment of debt     1,274,000 $ (617,000)  
2029 Term Loan Facility | Senior Secured Term Loan          
Line of Credit Facility          
Principal balance $ 900,000,000.0        
Debt instrument term (in years) 5 years        
2029 Term Loan Facility | Senior Secured Term Loan | Base Rate          
Line of Credit Facility          
Variable rate (as a percent) 4.00%        
2029 Term Loan Facility | Senior Secured Term Loan | Adjusted Term SOFR          
Line of Credit Facility          
Variable rate (as a percent) 5.00%        
2029 Term Loan Facility | Senior Secured Term Loan | Minimum | Base Rate          
Line of Credit Facility          
Stated interest rate (as a percent) 2.50%        
2029 Term Loan Facility | Senior Secured Term Loan | Minimum | Adjusted Term SOFR          
Line of Credit Facility          
Stated interest rate (as a percent) 1.50%        
2029 Term Loan Facility | Line of Credit          
Line of Credit Facility          
Amortization quarterly amount $ 17,000,000.0        
Cash requirement 100,000,000.0        
2029 Term Loan Facility | Senior Secured Term Loan Facility          
Line of Credit Facility          
Principal balance     775,500,000   $ 850,000,000.0
Loss on early extinguishment of debt     1,300,000    
Repayments of debt     $ 74,500,000    
Effective interest rate (as a percent)     10.10%    
2029 Term Loan Facility | Senior Secured Term Loan Facility | Debt Covenant, Range One          
Line of Credit Facility          
Maximum debt or equity purchasable $ 25,000,000        
First lien net leverage ratio 2.00        
2029 Term Loan Facility | Senior Secured Term Loan Facility | Debt Covenant, Range Two          
Line of Credit Facility          
Maximum debt or equity purchasable $ 50,000,000        
First lien net leverage ratio 1.50        
2029 Term Loan Facility | Senior Secured Term Loan Facility | Debt Covenant, Range Three          
Line of Credit Facility          
First lien net leverage ratio 1.50        
2029 Term Loan Facility | Senior Secured Term Loan Facility | Debt Covenant, Range Four          
Line of Credit Facility          
First lien net leverage ratio 1.00        
2029 Term Loan Facility | Senior Secured Term Loan Facility | Debt Covenant, Range Five          
Line of Credit Facility          
First lien net leverage ratio 1.00        
2029 Term Loan Facility | Senior Secured Term Loan Facility | Minimum          
Line of Credit Facility          
Unrestricted cash requirement $ 30,000,000        
Senior Secured Term Loan | Senior Secured Term Loan          
Line of Credit Facility          
Principal balance   $ 516,000,000.0      
Debt instrument term (in years)   5 years      
2029 Initial Draw Facility | Senior Secured Term Loan          
Line of Credit Facility          
Principal balance 850,400,000        
2029 Delayed Draw Facility | Line of Credit          
Line of Credit Facility          
Principal balance $ 49,600,000        
Debt instrument term (in years) 6 months        
Line of credit drawn     $ 0    
Term Loans, 2029 Term Loan Facility And Senior Secured Term Loan | Senior Secured Term Loan Facility          
Line of Credit Facility          
Interest expense     20,100,000 9,300,000  
Interest paid     7,900,000 9,300,000  
Amortization of the discount     700,000 600,000  
Amortization of debt issuance costs     $ 400,000 $ 100,000  
v3.25.1
Debt - Senior Secured Convertible Notes due 2027, Senior Secured Convertible Notes due 2031, and the Convertible Notes Exchange (Details)
3 Months Ended 12 Months Ended
Oct. 15, 2024
USD ($)
component
$ / shares
shares
Mar. 31, 2025
USD ($)
shares
$ / shares
Mar. 31, 2024
USD ($)
Dec. 31, 2024
USD ($)
$ / shares
Nov. 17, 2020
$ / shares
Line of Credit Facility          
Aggregate principal amount $ 223,600,000        
Principal balance   $ 1,037,300,000   $ 1,111,800,000  
Common stock, par value (in dollars per share) | $ / shares   $ 0.01   $ 0.01  
2027 Notes | Convertible Debt          
Line of Credit Facility          
Stated interest rate (as a percent)         6.00%
Repurchased face amount 223,600,000        
Debt instrument, debt repurchased, rate per $1,000 1,110        
Repurchase amount $ 248,200,000        
Principal balance   $ 38,100,000   $ 38,100,000  
Common stock, par value (in dollars per share) | $ / shares $ 0.01        
Number of components | component 2        
Reduction in additional paid-in capital       237,500,000  
Fair value of equity component of debt   $ 42,000,000.0   42,000,000.0  
Aggregate shares receivable upon conversion (in shares) | shares   22,500,000      
Effective interest rate (as a percent)   10.50%      
Initial conversion rate (in shares) | shares   0      
2027 Notes | Convertible Debt | Fair Value, Inputs, Level 2          
Line of Credit Facility          
Debt fair value   $ 37,500,000   44,600,000  
2027 Notes | Convertible Debt | Period 1          
Line of Credit Facility          
Redemption rate (as a percent) 110.00%        
2027 Notes | Convertible Debt | Scenario, Plan          
Line of Credit Facility          
Initial conversion rate (in shares) | shares 200        
Conversion price (in dollars per share) | $ / shares $ 5.00       $ 5.00
Aggregate shares receivable upon conversion (in shares) | shares   7,600,000      
2031 Notes | Convertible Debt          
Line of Credit Facility          
Stated interest rate (as a percent) 6.00%        
Accrued and unpaid interest $ 10,000,000        
Principal balance $ 110,000 $ 223,700,000   223,700,000  
Common stock, par value (in dollars per share) | $ / shares $ 0.01        
Redemption rate (as a percent) 140.00%        
Debt redemption right, amount $ 72,800,000        
Debt redemption right, percentage of principal (as a percent) 30.00%        
Minimum qualified cash required $ 30,000,000.0        
Number of components | component 2        
Reduction in additional paid-in capital   $ 80,400,000   $ 80,400,000  
Aggregate shares receivable upon conversion (in shares) | shares   143,900,000      
Debt instrument, issued premium rate (as a percent) 50.00%        
Effective interest rate (as a percent)   6.60%      
Initial conversion rate (in shares) | shares   0      
2031 Notes | Convertible Debt | Period 1          
Line of Credit Facility          
Redemption rate (as a percent) 110.00%        
Total gross leverage ratio 1.5        
2031 Notes | Convertible Debt | Scenario, Plan          
Line of Credit Facility          
Initial conversion rate (in shares) | shares 200        
Conversion price (in dollars per share) | $ / shares $ 5.00        
Aggregate shares receivable upon conversion (in shares) | shares   44,700,000      
2027 Notes and the 2031 Notes | Convertible Debt          
Line of Credit Facility          
Interest expense   $ 3,900,000 $ 7,200,000    
Interest paid   0 0    
Amortization of the discount   500,000 3,600,000    
Amortization of debt issuance costs   $ 0 $ 0    
v3.25.1
Pensions and other postretirement benefit plans - Schedule of Retirement Plan Costs (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Pension benefits    
Operating expenses:    
Service cost - benefits earned during the period $ 248 $ 289
Non-operating expenses:    
Interest cost on benefit obligations 20,387 20,315
Expected return on plan assets (22,860) (24,103)
Amortization of prior service cost (benefit) 17 17
Amortization of actuarial cost (benefit) 577 715
Total non-operating benefit (1,879) (3,056)
Total benefit for retirement plans (1,631) (2,767)
Postretirement benefits    
Operating expenses:    
Service cost - benefits earned during the period 8 9
Non-operating expenses:    
Interest cost on benefit obligations 526 530
Expected return on plan assets 0 0
Amortization of prior service cost (benefit) (142) (142)
Amortization of actuarial cost (benefit) (419) (478)
Total non-operating benefit (35) (90)
Total benefit for retirement plans $ (27) $ (81)
v3.25.1
Pensions and other postretirement benefit plans - Narrative (Details)
$ in Millions
3 Months Ended
Mar. 31, 2025
USD ($)
Pension benefits  
Defined Benefit Plan Disclosure  
Contribution to the defined benefit plans $ 0.2
Postretirement benefits  
Defined Benefit Plan Disclosure  
Contribution to the defined benefit plans $ 1.5
v3.25.1
Income taxes - Schedule of Pre-tax Net Loss and Income Tax (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Income Tax Disclosure [Abstract]    
Loss before income taxes $ (14,147) $ (74,690)
(Benefit) provision for income taxes $ (6,814) $ 10,078
Effective tax rate (as a percent) 48.20% (13.50%)
v3.25.1
Income taxes - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Dec. 31, 2024
Income Tax Disclosure [Abstract]      
Estimated annual effective tax rate percent (as a percent) 53.00% (11.10%)  
Unrecognized tax benefits that would impact effective tax rate $ 43.6   $ 41.7
Unrecognized tax benefits, accrued interest and penalties $ 0.1   $ 0.1
v3.25.1
Supplemental equity and other information - Schedule of Basic and Diluted Loss per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Equity [Abstract]    
Net loss attributable to Gannett $ (7,333) $ (84,768)
Basic weighted average shares outstanding (in shares) 143,392 140,774
Diluted weighted average shares outstanding (in shares) 143,392 140,774
Loss per share attributable to Gannett - basic (in dollars per share) $ (0.05) $ (0.60)
Loss per share attributable to Gannett - diluted (in dollars per share) $ (0.05) $ (0.60)
v3.25.1
Supplemental equity and other information - Schedule of Securities Excluded From Computation of Diluted Loss Per Share (Details) - shares
shares in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Convertible Debt Securities | 2027 Notes    
Share-based Compensation Arrangement by Share-based Payment Award    
Antidilutive securities excluded from computation of diluted income per share (in shares) 7,612 97,057
Convertible Debt Securities | 2031 Notes    
Share-based Compensation Arrangement by Share-based Payment Award    
Antidilutive securities excluded from computation of diluted income per share (in shares) 44,745 0
Restricted stock grants    
Share-based Compensation Arrangement by Share-based Payment Award    
Antidilutive securities excluded from computation of diluted income per share (in shares) 4,589 4,855
Stock options    
Share-based Compensation Arrangement by Share-based Payment Award    
Antidilutive securities excluded from computation of diluted income per share (in shares) 5,416 6,068
v3.25.1
Supplemental equity and other information - Narrative (Details)
$ / shares in Units, $ in Millions
3 Months Ended
Mar. 31, 2025
USD ($)
shares
$ / shares
Mar. 31, 2024
USD ($)
Dec. 31, 2024
$ / shares
shares
Feb. 01, 2022
USD ($)
Stockholders Equity Note        
Share-based compensation cost | $ $ 2.9 $ 2.8    
Unrecognized compensation cost related to non-vested share-based compensation | $ $ 11.3      
Weighted average period (in years) 2 years      
Preferred stock authorized (in shares) 300,000   300,000  
Preferred stock, par value (in dollars per share) | $ / shares $ 0.01   $ 0.01  
Preferred stock, issued (in shares) 0   0  
Stock Repurchase Program        
Stockholders Equity Note        
Shares authorized for repurchase, value | $       $ 100.0
Repurchase of common stock (in shares) 0      
Remaining authorized shares for share repurchase program | $ $ 96.9      
Preferred Stock        
Stockholders Equity Note        
Issuance of preferred stock (in shares) 0      
Restricted Stock Awards        
Stockholders Equity Note        
Granted (in shares) 13,000      
Cash Performance Units And Long-Term Cash Awards        
Stockholders Equity Note        
Vesting period (in years) 3 years      
Unrecognized compensation expense | $ $ 13.5      
2027 Notes | Convertible Debt        
Stockholders Equity Note        
Aggregate shares receivable upon conversion (in shares) 22,500,000      
Securities excluded from computation of earnings per share (in shares) 14,900,000      
2031 Notes | Convertible Debt        
Stockholders Equity Note        
Aggregate shares receivable upon conversion (in shares) 143,900,000      
Securities excluded from computation of earnings per share (in shares) 99,100,000      
v3.25.1
Supplemental equity and other information - Schedule of Accumulated Other Comprehensive Loss, Net of Tax (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Accumulated Other Comprehensive Income (Loss), Net of Tax    
Beginning balance $ 153,139  
Other comprehensive (loss) income before reclassifications 4,542 $ 81
Amounts reclassified from accumulated other comprehensive income 24 77
Net current period other comprehensive (loss) income 4,566 158
Ending balance 150,143  
Amounts reclassified from accumulated other comprehensive income (loss), tax impacts 9 35
Total    
Accumulated Other Comprehensive Income (Loss), Net of Tax    
Beginning balance (56,164) (65,541)
Ending balance (51,598) (65,383)
Pension and postretirement benefit plans    
Accumulated Other Comprehensive Income (Loss), Net of Tax    
Beginning balance (54,953) (64,344)
Other comprehensive (loss) income before reclassifications (2,732) 770
Amounts reclassified from accumulated other comprehensive income 24 77
Net current period other comprehensive (loss) income (2,708) 847
Ending balance (57,661) (63,497)
Foreign currency translation    
Accumulated Other Comprehensive Income (Loss), Net of Tax    
Beginning balance (1,211) (1,197)
Other comprehensive (loss) income before reclassifications 7,274 (689)
Amounts reclassified from accumulated other comprehensive income 0 0
Net current period other comprehensive (loss) income 7,274 (689)
Ending balance $ 6,063 $ (1,886)
v3.25.1
Commitments, contingencies and other matters (Details) - Scott O. Sapulpa v. Gannett Co., Inc.
$ in Millions
1 Months Ended
Feb. 29, 2024
USD ($)
Compensatory Damages  
Commitments and Contingencies Disclosure  
Damages awarded $ 5
Punitive Damages  
Commitments and Contingencies Disclosure  
Damages awarded $ 20
v3.25.1
Segment reporting (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Segment Reporting Information    
Total revenues $ 571,573 $ 635,761
Payroll 197,834 208,648
Benefits 32,231 33,163
Newsprint and ink 16,716 21,197
Distribution 67,515 77,669
Outside services 80,288 89,069
Digital costs 111,232 121,439
Other 49,781 65,792
Adjusted EBITDA 50,509 57,589
Interest expense 26,083 26,565
Loss on early extinguishment of debt 1,274 (617)
Non-operating pension income (1,914) (3,146)
Depreciation and amortization 42,634 38,298
Integration and reorganization costs 9,498 17,881
Third-party debt expenses and acquisition costs 323 178
Asset impairments 1,894 45,989
Gain on sale or disposal of assets, net (20,680) 552
Share-based compensation expense 2,879 2,826
Other non-operating income, net (1,323) 1,817
Non-recurring items 3,988 1,936
Loss before income taxes (14,147) (74,690)
(Benefit) provision for income taxes (6,814) 10,078
Net loss attributable to Gannett (7,333) (84,768)
Operating Segments | Domestic Gannett Media    
Segment Reporting Information    
Total revenues 440,070 495,719
Payroll 124,688 134,798
Benefits 25,201 24,366
Newsprint and ink 14,413 18,573
Distribution 64,505 74,483
Outside services 41,227 47,702
Digital costs 42,240 45,408
Other 94,631 105,909
Adjusted EBITDA 33,165 44,480
Operating Segments | Newsquest    
Segment Reporting Information    
Total revenues 55,848 60,198
Payroll 23,452 23,663
Benefits 1,048 1,061
Newsprint and ink 2,303 2,624
Distribution 3,010 3,186
Outside services 2,875 2,537
Digital costs 2,000 2,396
Other 7,226 10,568
Adjusted EBITDA 13,934 14,163
Operating Segments | Digital Marketing Solutions    
Segment Reporting Information    
Total revenues 108,709 117,045
Payroll 25,027 25,374
Benefits 3,696 3,277
Newsprint and ink 0 0
Distribution 0 0
Outside services 2,872 2,285
Digital costs 66,467 73,111
Other 2,178 4,219
Adjusted EBITDA 8,469 8,779
Corporate and other    
Segment Reporting Information    
Total revenues 1,479 1,604
Payroll 24,667 24,813
Benefits 2,286 4,459
Newsprint and ink 0 0
Distribution 0 0
Outside services 33,314 36,545
Digital costs 525 524
Other (54,254) (54,904)
Adjusted EBITDA (5,059) (9,833)
Intersegment eliminations    
Segment Reporting Information    
Total revenues 34,533 38,805
Elimination of intersegment expenses (34,533) (38,805)
Operating Segments and Corporate NonSegment    
Segment Reporting Information    
Total revenues $ 606,106 $ 674,566
v3.25.1
Other supplemental information - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended
Feb. 28, 2025
Mar. 31, 2025
Mar. 31, 2024
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Pre-tax gain on sale or disposal of assets, net   $ 20,680 $ (552)
Statesman      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Pre-tax gain on sale or disposal of assets, net $ 20,800    
v3.25.1
Other supplemental information - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands
Mar. 31, 2025
Dec. 31, 2024
Mar. 31, 2024
Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]        
Cash and cash equivalents $ 85,912 $ 106,299 $ 93,334  
Restricted cash included in other current assets 60   397  
Restricted cash included in pension and other assets 10,111   9,645  
Total cash, cash equivalents and restricted cash $ 96,083 $ 116,181 $ 103,376 $ 110,612
v3.25.1
Other supplemental information - Schedule of Supplemental Cash Flow Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2025
Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Cash paid for taxes, net of refunds $ 72 $ 1,777
Cash paid for interest 7,946 9,577
Non-cash investing and financing activities:    
Accrued capital expenditures $ 34,611 $ 14,073
v3.25.1
Other supplemental information - Schedule of Accounts Payable and Accrued Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2025
Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Accounts payable $ 153,746 $ 154,162
Compensation 56,602 81,738
Taxes (primarily property, sales, and payroll taxes) 11,208 9,135
Benefits 19,496 19,765
Interest 20,073 3,972
Other 48,676 49,612
Accounts payable and accrued liabilities $ 309,801 $ 318,384
v3.25.1
Subsequent events (Details) - USD ($)
$ in Thousands
1 Months Ended 3 Months Ended
Apr. 30, 2025
Jun. 30, 2025
Mar. 31, 2025
Mar. 31, 2024
Subsequent Event        
Loss on early extinguishment of debt     $ 1,274 $ (617)
2027 Notes | Senior Notes | Forecast        
Subsequent Event        
Loss on early extinguishment of debt   $ 0    
2027 Notes | Senior Notes | Subsequent Event        
Subsequent Event        
Repurchased face amount $ 14,000      
Redemption rate (as a percent) 105.00%      
Repurchase amount $ 15,000