Media Central Corporation Inc. Signs Binding Letter of Intent to Acquire the Georgia Straight

With the addition of Vancouver’s iconic Georgia Straight and the recent acquisition of Toronto’s NOW Magazine, Media Central would become the largest publisher of alternative weeklies in Canada, reaching over 6.5 million of the market’s most coveted readers monthly

TORONTO, Jan. 6, 2020 /CNW/ – Media Central Corporation Inc. (CSE: FLYY, FSE: 3AT) (“MediaCentral” or the “Company”) today announced it has entered into a binding letter of intent to acquire Vancouver Free Press (“VFP”), the sole owner and operator of the Georgia Straight and its associated publications. Established as the news, lifestyle, and entertainment weekly in Vancouver over 50 years ago, the Georgia Straight is an integral part of the active urban West Coast lifestyle. The Company will pay $1.25 million (including fees associated with the transaction) in cash and shares.

The Georgia Straight is widely acclaimed with a strong readership base in Metro Vancouver reaching approximately 2.7 million monthly readers through its print distribution with an additional 1.8 million via straight.com. The print issue is published every Thursday and is distributed throughout the City of Vancouver, Burnaby, North and West Vancouver, New Westminster, and Richmond. Strategically placed in high traffic areas such as grocery stores, coffee shops, restaurants, transit stations, businesses, and apartment lobbies, The Straight benefits from nearly 7,000 drop locations and has a remarkable 97% pick up rate. Sixty four percent of The Straight’s readership is between 18-44, with 77% having a household income of over $100,000, which among other demographic features puts the readership directly in line with MediaCentral’s goal of consolidating the voice of alternative weeklies across North America.

Subject to completion of due diligence, audit, and regulatory approvals, the Company is committed to completing the Acquisition by February 28, 2020 (the “Acquisition”). The purchase price of C$1.25-million includes C$750,000 payable in cash, $350,000 in common shares of the Company and assumption of up to $250,000 in certain accrued liabilities for 100% of the shares of VFP and its related publications. No debt will be assumed and an advisory fee of $150,000 is payable in connection with the Acquisition which will be satisfied on closing through the issuance of common shares of the Company to Lightheart Management Partners Inc. of Vancouver.

“The Straight is a highly trusted Vancouver institution. Dan McLeod and his family have built a brand that has pioneered and defined the independent voice in Canadian media for more than 50 years. While the North American media landscape continues to change, traffic and readership at the alternative weeklies has remained steady. MediaCentral sees a huge opportunity to consolidate and protect the soul of North American weeklies and unify their passionate base of alternative followers with a smart, and scalable business model,” said Brian Kalish, CEO of Media Central. “The Georgia Straight brings 50+ years of respected, award-winning local journalism and an influential loyal audience of 4.5 million monthly readers to the MediaCentral family. The Georgia Straight is a high value brand with some of the best editorial – anywhere, in what we see as a disrupting segment of the transitioning media landscape.”

Conceived in 1967, Dan McLeod founded the Georgia Straight as an outspoken alternative media outlet in the Metro Vancouver area and has been setting the pace for meaningful, informational and thought-provoking editorial ever since. For over 50 years the media outlet has been published by the McLeod family for their contributions to Vancouver’s cultural scene, Dan McLeod was inducted into the B.C Entertainment Hall of Fame and his Star engraved on Granville Street’s Walk of Fame. McLeod was also honoured twice with Lifetime Achievement Awards for his contributions to journalism – once by the Jack Webster Awards, and once more by the Western Magazine Awards.

“I’ve received several offers to sell the Straight over the years,” said Founder, Publisher and Editor Dan McLeod. “But none of those offers made sense to me until I met Brian Kalish. Here is a man who not only respects our city but understands the contributions the Georgia Straight has made to local independent journalism and the cultural lives of our readers.

“But most of all, he has the enthusiasm and the resources to take the paper to greater heights,” McLeod continued. “Kalish’s company, MediaCentral, is preparing to fund the purchase of up to 100 alternative papers in Canada and the U.S., each one serving its own community, and uniting them under one alternative umbrella. Toronto NOW and the Georgia Straight are the first two such papers. But this won’t be another bland megamerger, far from it according to Kalish. Each paper will have its own identity and editorial freedom, just as the Georgia Straight has now. Please join me in welcoming our new Publisher, Brian Kalish.”

Through an acquisition, Georgia Straight, straight.com and straightcannabis.ca become MediaCentral’s fourth, fifth and sixth properties following the Company’s recent purchase of Toronto’s NOW Magazine and nowtoronto.com in December 2019 and the Company’s launch of its cannabis platform CannCentral.com in September 2019. Following an acquisition, MediaCentral expects to optimize the cashflows and sensibly rationalize operating expenses of all its properties. With the addition of the Georgia Straight, MediaCentral becomes the largest publisher of alternative weeklies in Canada, reaching over 77million of the market’s most influential readership annually.

Lightheart Management Partners of Vancouver, BC provided advisory services on the transaction.

Source for Georgia Straight analytics provided by Georgia Straight media kit.

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About MediaCentral

Media Central Corporation Inc. (CSE: FLYY, FSE: 3AT) is an independent and alternative media company. By consolidating the currently fragmented independent and alternative media markets, MediaCentral Corp. will unite the influencers, tastemakers and culture leaders of the world and is strategically positioned to become a competitive global media publishing company serving the fastest-growing readership demographics. For more information: www.mediacentralcorp.com

About Georgia Straight

Established as the news, lifestyle, and entertainment weekly in Vancouver for 50 years, the Georgia Straight is an integral part of the active urban West Coast lifestyle with over 816,000 unduplicated readers/visitors print and website per week (Independent survey conducted July 2016 by Vancouver Focus). Every Thursday, the Georgia Straight delivers an award-winning editorial package of features, articles, and reviews. Regular weekly coverage includes news, tech, arts, music, fashion, travel, health, cannabis, and food, plus Vancouver’s most comprehensive listings of entertainment activities and special events. For more information: www.straight.com

For further information, please contact:

Investor Relations

investors@mediacentralcorp.com

Media Relations

Faulhaber Communications

Lexi Pathak

media@mediacentralcorp.com

LEGAL DISCLAIMER

This press release contains “forward-looking statements”, which may be identified by the use of words such as, “may”, “would”, “could”, “will”, “likely”, “expect”, “anticipate”, “believe, “intend”, “plan”, “forecast”, “project”, “estimate”, “outlook” and other similar expressions, including statements in respect of the initial price range of MediaCentral’s initial public offering, the over-allotment option and MediaCentral’s intentions with respect to stock exchange listing. Forward-looking statements are not a guarantee of future performance and are based upon a number of estimates and assumptions of management in light of management’s experience and perception of trends, current conditions and expected developments, as well as other factors that management believes to be relevant and reasonable in the circumstances, including assumptions in respect of current and future market conditions. Actual results, performance or achievement could differ materially from that expressed in, or implied by, any forward-looking statements in this press release, and, accordingly, you should not place undue reliance on any such forward-looking statements and they are not guaranteeing of future results. Forward-looking statements involve significant risks, assumptions, uncertainties and other factors that may cause actual future results or anticipated events to differ materially from those expressed or implied in any forward-looking statements, including that the eventual offering price in respect of the initial public offering may fall outside of the price range provided in the registration statement and the prospectus. Please see the heading “Risk Factors” in the registration statement and the prospectus for a discussion of the material risk factors that could cause actual results to differ materially from the forward-looking information. MediaCentral Corp. does not undertake to update any forward-looking statements that are included herein, except in accordance with applicable securities laws.

SOURCE Media Central Corporation Inc.