Item 8.01 Other Events.

On October 5, 2021, Gannett Co., Inc. (the "Company") issued a press release announcing that Gannett Holdings LLC, a wholly-owned subsidiary of the Company, has priced $400 million in aggregate principal amount of 6.00% senior secured notes due 2026 (the "Senior Notes"). A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The Senior Notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to certain non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act.

This disclosure shall not constitute an offer to sell nor the solicitation of an offer to buy any securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful. The Senior Notes have not been registered under the Securities Act or state securities laws, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits

Exhibit No.   Description

  99.1        Gannett Co., Inc. Press Release dated October 5, 2021

104           Cover Page Interactive Data File (the cover page XBRL tags are embedded
              within the Inline XBRL document)

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