Knight-Ridder in $6.5 Billion Acquisition by The McClatchy Company

March 13, 2006

Cleary Gottlieb is representing Goldman Sachs as financial advisor to Knight-Ridder, Inc. in its acquisition by The McClatchy Company. In the deal, valued at $6.5 billion, Knight-Ridder shareholders will receive $40 a share in cash and 0.5118 of a Class A McClatchy share.

Knight-Ridder is the U.S.’s second-largest newspaper company, with papers that include the Philadelphia Inquirer and the San Jose Mercury News. McClatchy, the nation’s eighth-largest newspaper chain, owns a dozen daily papers from California to the Carolinas, including the Sacramento Bee and the News & Observer in Raleigh. After the purchase of Knight-Ridder and the expected sale of 12 Knight-Ridder papers, McClatchy will have 32 daily newspapers and roughly 50 non-dailies. The 32 dailies have a combined daily circulation of about 3.2 million.

Cleary had been working with Goldman since a large Knight-Ridder stockholder filed a 13D threatening a proxy contest back in the fall of 2005.