TDAY · CIK 0001579684
What USA TODAY Co., Inc. (formerly Gannett Co.) told the SEC could break it.
USA TODAY Co.'s disclosures describe a heavily leveraged media company managing a declining legacy business. Its biggest flagged risk is debt: a $900 million first-lien term loan makes up about 75% of its borrowings (a rate move cut income and cash flow by roughly $7.3 million in 2025), secured by substantially all its assets and carrying dividend restrictions tied to a leverage ratio. Against that, it faces structural decline in legacy print circulation and advertising, with no assurance digital and new businesses will offset it. Smaller exposures round it out — newsprint and ink (about 5% of operating costs, sensitive to tariff-driven supply and pricing) and international operations, 12% of revenue, that bring UK currency risk.
4 self-disclosed vulnerabilities, pulled from its own filings — each in the company’s words, with the source. This is the risk register almost nobody reads.
In its own words
What could break it.
Liquidity & debt
- $900M term loan + convertible notes / high leveragehigh
USA TODAY Co. carries substantial secured debt — a $900.0M 2029 first-lien term loan (~75% of outstanding debt) plus 2027 and 2031 convertible notes, secured by substantially all assets — with variable-rate exposure (a rate move cut income/cash flow ~$7.3M in 2025) and dividend restrictions tied to a debt/EBITDA ratio.
“We are exposed to potential increases in interest rates associated with our $900.0 million five-year first lien term loan facility (the " 2029 Term Loan Facility "), which as of December 31, 2025 , accounted for approximately 75% of our outstanding debt, as well as fluctuations in foreign currency exchange rates, primarily related to our operations in the U.K.”
SEC filing →As of 2026
Commodity & input dependence
- newsprint & ink (tariff-exposed)medium
Newsprint (and to a lesser extent ink) are USA TODAY Co.'s primary commodity exposures (~5% of total operating costs in 2025); domestic newsprint supply is susceptible to supply-chain disruption and pricing volatility tied to tariffs and retaliatory tariffs.
“Our primary commodity price exposures are newsprint and, to a lesser extent, ink, which in the aggregate represented approximately 5% and 6% of our total operating costs for the years ended December 31, 2025 and 2024 , respectively.”
Other disclosures
- secular decline of legacy print businessmedium
USA TODAY Co. faces structural decline in its legacy print circulation/advertising business, with no assurance that growth from digital and complementary new businesses will offset legacy revenue declines.
“There can be no assurance that we will be able to grow revenue from these or other complementary businesses we may develop internally or acquire, or that any revenue generated by new business lines will be adequate to offset revenue declines from our legacy businesses.”
SEC filing →As of 2026
Geographic concentration
- UK / international operations & FXlow
International operations (Newsquest in the UK; LocaliQ in the UK, Australia, New Zealand and Canada, with support services in India) were 12% of 2025 revenue, exposing the company to foreign-operating risks and GBP-driven currency fluctuations.
“Revenue from international operations comprised 12% of our total revenues for the year ended December 31, 2025 .”
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