Black Press Announces Corporate Restructuring and Sale Transaction

News Release from Black Press, January 15, 2024

SURREY, BC, Jan. 15, 2024 – Black Press Ltd. (owner of the Star-Advertiser) and certain of its subsidiaries (collectively “Black Press” or the “Company”), announced today that it obtained an Initial Order on January 15, 2024 (the “Initial Order”) under the Companies’ Creditors Arrangement Act (the “CCAA” and the Company’s proceedings thereunder, the “CCAA Proceedings”) from the Supreme Court of British Columbia (the “Court”) in Vancouver.

The Initial Order provides for, among other things, a stay of proceedings in favour of the Company, the approval of debtor-in-possession financing (“DIP Financing”) to be provided by Canso Investment Counsel Ltd (“Canso”), and the appointment of KSV Restructuring Inc. as monitor of the Company (in such capacity, the “Monitor”). The Initial Order also extends the stay of proceedings to certain subsidiaries of the Company that are not petitioners in the CCAA Proceedings.

In connection with the CCAA Proceedings, the Company has entered into a support agreement (the “Support Agreement”) and transaction term sheet (the “Term Sheet”) with Canso, Deans Knight Capital Management Ltd. (“Deans Knight”), both long-time partners of the Company, and Carpenter Media Group (“Carpenter” and, together with Canso and Deans Knight, the “Purchasers”). The Support Agreement and Term Sheet contemplate a sale of the Company’s business to the Purchasers (the “Transaction”).

In that regard, the Company intends to seek Court approval to launch a sale and investment solicitation process for its business and assets (the “SISP”) on or around January 25, 2024. If approved by the Court, the Transaction will serve as the stalking horse bid in the SISP.

Among other things, the Transaction will address the Company’s obligations to its secured creditors and will include an injection of capital that will enable Black Press to continue serving readers, advertisers and other valued stakeholders. It also brings additional expertise in successful management of local media, as well as the continued support of Deans Knight and Canso, large Canadian institutional investors with a long-term focus, a history of supporting the Company and significant experience in the media sector. Under the terms of the Transaction, the Company will continue to be Canadian-controlled.

The Transaction will put the Company on solid and sustainable financial footing, enabling it to continue to serve its valued Canadian and American readers, customers, employees, and communities over the long term. The Purchasers and the Company are committed to continue providing journalism excellence and outstanding advertising solutions to the many communities that Black Press serves.

Black Press also intends to seek recognition of the CCAA Proceedings in the United States pursuant to Chapter 15 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware.

Details in respect of the CCAA Proceedings will be made available on the Monitor’s website at: www.ksvadvisory.com/experience/case/black-press.  Parties with an interest in participating in the SISP are directed to contact the Monitor for further information.

Black Press appreciates the continued support from its subscribers, advertisers and employees and will continue to provide updates as developments warrant.

About Black Press Media

Black Press was founded in 1975 by David H. Black with the purchase of his first publication, The Williams Lake Tribune. Today, Black Press has a print reach of more than 4.5 million readers across Canada and the United States and publishes 150 daily and weekly newspapers, magazines, and websites. The combined online audience exceeds 19 million users per month.

With roots in some of the oldest, trusted newspapers in B.C., Alberta, Yukon, Northwest Territories and Nunavut, today Black Press offers award-winning journalism across Western Canada and beyond – both online and in print. This, paired with innovative opportunities to connect businesses with customers across the print, web and social sphere, has firmly established Black Press as Western Canada’s go-to source for relevant, trusted local news and advertising solutions.

Complementing its Canadian coverage are publications and local media platforms operated by Black Press’ Sound Publishing, with more than 30 titles and associated websites in Washington’s Puget Sound region and Alaska, and over 25 daily, weekly and other publications and websites in Hawaii operated by Oahu Publications.

Black Press employs approximately 1,200 people between the Canadian and U.S. divisions.

About Carpenter Media Group

Carpenter is a leading community media company with operations in Texas, Louisiana, Mississippi, Tennessee, Georgia, North Carolina, Virginia, and Kentucky. Todd Carpenter, of Natchez, MS, is Principal and Chairman and Tim Prince, of Mountain Brook, AL is its Chief Executive Officer. Carpenter is organized and driven to serve and develop communities through excellent local journalism, guiding the marketing and advertising strategies of its small and medium-size business customers, and developing its team members to grow personally and professionally.

About Canso Investment Counsel, LTD

Canso provides portfolio management services to Canadian institutional and private investors, with total assets under management of over $40 billion. Founded in 1997, it is a private company that is owned by its investment professionals, who are dedicated to partnering with its stakeholders.

About Deans Knight Capital Management Ltd.

Established in 1992, Deans Knight is an independent, employee-owned, asset management firm advising families, foundations and institutions. It is focused on providing clients with unique investment strategies, along with the highest level of customer service.

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