Certification of Principal Executive Officer pursuant to Rule 13a-14(a)/15d-14(d) of the Securities Exchange Act of 1934

(A)The Agreement Parties entered into a Strategic Alliance Agreement (the “Agreement”) with an Effective Date of July 26, 2021 whereby Tipico would utilize Gannett Media’s various assets and solutions to market and promote the Tipico Gambling Services as set forth therein. In addition, pursuant to the Agreement, Tipico US Group issued a warrant to Gannett SB with a $0.00 strike price to acquire up to 4,990 shares of common stock, representing a minority interest, of Tipico US Group, a portion of which vested upon signing and the remainder of which vests in four tranches based upon qualified player referrals (the “Tipico Warrant”).

(B)The Agreement Parties have mutually consented to terminate the Agreement and have agreed terms for the full and final settlement of the early termination and wish to record those terms of settlement, on a binding basis, in this term sheet and to set forth the terms of a new agreement between the Parties (the “New Agreement”). The Warrant Parties have mutually consented to terminate the Tipico Warrant and have agreed terms for the purchase of the Tipico Warrant and wish to record those terms, on a binding basis, in this term sheet. It is understood that the New Agreement will be solely a media partnership and not include any grant of equity (or rights to equity) to Gannett Media or any of its Affiliates by Tipico US Group or its Affiliates.

(C)The Parties agree that the Agreement is hereby terminated as of the Effective Date, as defined below (the “Termination”). For the avoidance of doubt, the exclusivity provisions set forth in the Agreement shall be of no further force or effect, it being understood the New Agreement will set forth any applicable exclusivity provisions.

(D)All defined terms in this term sheet shall have the same meaning as under the Agreement unless otherwise defined herein. All dollar amounts set forth herein are US dollars.

The Parties hereby agree that on signature by an authorized representative of both Parties, this term sheet shall immediately be fully and effectively binding on them. The Parties may agree the terms of a long-form agreement and other related documentation customary for transactions of this type that

contain (among other things) customary representations, warranties and indemnities. The Parties will use commercially reasonable efforts to negotiate and execute such long-form agreement and other documentation promptly following the date of this binding term sheet. However, until such time as this binding term sheet is replaced by any such further documentation, this binding term sheet remains binding on, and memorializes the legal and enforceable rights and obligations of, the Parties. The Parties acknowledge that Gannett Media is in receipt of a payment of twenty million dollars ($20,000,000) from Tipico under the Agreement (the “Funds”); such Funds will continue to be held by Gannett Media and used to apply to and offset payments required to be made by Tipico under the New Agreement.

The Parties agree to the material terms of the New Agreement as set forth in Exhibit A.

The purchase price for the Tipico Warrant will be [**], payable upon execution of this term sheet by applying the Funds and delivery of the Tipico Warrant by Gannett SB to Tipico US Group (or any of its Affiliates) and allocable as follows:

The Agreement Parties agree to the consideration terms of the New Agreement as set forth in Exhibit A.

Each Party acknowledges that the grant of the consideration, as described in this term sheet, is in part in consideration of full and final settlement of, and each Party hereby releases and forever discharges, all and/or any actions, claims, rights, demands and set-offs, whether in this jurisdiction or any other, whether or not presently known to the Parties or to the law, and whether in law or equity, that it, its Related Parties (as defined below) or any of them ever had, may have or hereafter can, shall or may have against the other Party or any of its Related Parties arising out of or connected with the Agreement and the Tipico Warrant and the termination thereof (together the “Released Claims”). Notwithstanding anything to the contrary contained herein, the Released Claims shall not include any right or obligation of any Party under or related to this term sheet or the New Agreement.

6.3“Related Parties” means, with respect to any Party, all persons and entities controlled by, controlling or under common control with such Party.

The Parties shall each bear their own legal costs in relation to this term sheet and the New Agreement except as otherwise provided herein or therein.

8.1Each Party warrants and represents that it has not sold, transferred, assigned or otherwise disposed of its interest in the Released Claims.

8.2Each Party warrants and represents to the other with respect to itself that it has the full right, power and authority to execute, deliver and perform this term sheet and the New Agreement and will perform its obligations in full compliance with applicable law.

Each Party hereby indemnifies, and shall keep indemnified, the other Party against all costs and damages (including the entire legal expenses of the Parties) incurred (a) in all future actions, claims and proceedings in respect of any of the Released Claims which it or its Related Parties or any of them may bring against the other Party or its Related Parties or any of them or (b) related to or arising from third party claims alleging or resulting from an alleged breach of this term sheet (including but not limited to the matters contemplated by clause (a)) or the New Agreement by the indemnifying party.

This term sheet is entered into, in part, in connection with the compromise of the Agreement and in the light of other considerations. It is not and shall not be represented or construed by the Parties as, an admission of liability or wrongdoing on the part of any Party to this term sheet or any other person or entity.

11.1The terms of this term sheet, and the substance of all negotiations in connection with it, are confidential to the Parties and their advisers, who shall not disclose them to, or otherwise communicate them to, any third party without the written consent of the other Party other than:

(a)To the Parties' respective auditors, insurers and lawyers on terms which preserve confidentiality.

(b)Pursuant to an order of a court of competent jurisdiction, or pursuant to any proper order or demand made by any competent authority or body where they are under a legal or regulatory obligation to make such a disclosure.

(c)As far as necessary to implement and enforce any of the terms of this term sheet; and

(d)To issue an agreed statement or press release in terms to be agreed by the Parties

The provisions of Sections 14 and 15 (other than Section 15.4) of the Agreement are incorporated herein by reference.

WITHOUT LIMITING EITHER PARTY’S INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 9, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR DELAYS, INDIRECT, SPECIAL, INCIDENTAL, RELIANCE, OR CONSEQUENTIAL DAMAGES OF ANY KIND (INCLUDING LOST PROFITS), INTERRUPTIONS, SERVICE FAILURES, AND OTHER PROBLEMS INHERENT IN USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS OR OTHER SYSTEMS OUTSIDE OF THE PARTY’S REASONABLE CONTROL REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, EVEN IF INFORMED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE, EXCEPT IN THE CASE OF FRAUD, WILLFUL MISCONDUCT, OR BREACH OF SECTIONS 3, 5, 6, 9 OR 11. The Parties agree that the limitations specified in this Section 12 will survive and apply even if any limited remedy specified in this term sheet is found to have failed of its essential purpose.