Amended IN Assembly April 21, 2025 Amended IN Assembly March 24, 2025 CALIFORNIA LEGISLATURE 20252026 REGULAR SESSION Assembly Bill No. 611Introduced by Assembly Member LeeFebruary 13, 2025An act to add Title 23 (commencing with Section 3273.80) to Part 4 of Division 3 of the Civil Code, relating to local media outlets. news organizations.LEGISLATIVE COUNSEL'S DIGESTAB 611, as amended, Lee. Legacy local media outlets: news organizations: notice of sale or transfer: right of first refusal. sale.Existing law requires an incumbent grocery employer, defined as a person that owns, controls, or operates the grocery establishment at the time of a change in control, as defined, to post a public notice of a change in control at the location of the affected grocery establishment within 5 business days following the execution of the transfer document, as specified. Existing law, among other things, requires a covered establishment, defined to include a grocery establishment or a pharmacy establishment, to provide written notice of a closure to persons or entities, as specified, no later than 45 days before the closure takes effect.This bill would require a legacy local media outlet, as defined, at least 120 days before any sale or transfer of a material amount of its assets or voting securities greater than 10 percent of the business, to provide specified notices of the sale or transfer, including written notice to each employee of the legacy local media outlet, that includes prescribed information, including the name of the proposed buyer. Within 60 days of the notice of the sale or transfer, this bill would require a legacy local media outlet to provide its employees a notice of the right of first refusal to purchase a portion or the entirety of that percent of the legacy local media outlet to be sold or transferred. The bill would give an employee a right of first refusal, and would authorize the employee to invoke that right by submitting a written notice of their intent and purchase offer at any time within 60 days of receiving the notice of first refusal. The bill would require the legacy local media outlet to engage in good faith negotiations with an employee who invokes this right of first refusal, and prohibit the local media outlet from accepting another offer until the 60-day period has elapsed. The bill would authorize a legacy local media outlet to reject any employee offer at the end of the 60-day period.This bill would require any purchase or transfer of a portion or the entirety of a legacy local media outlet, as described above, in which the buyer will receive, among other things, financing guarantees from a governmental source to effectuate a purchase or transfer subject to these provisions to accept and continue any collectively bargained employee contract in effect 120 days before any sale or transfer of ownership.This bill would require a legacy local news organization, at least 120 days before the final execution of any transaction agreement, to provide a notice of intent to sell, as specified. The bill would require written notice to be provided, among other things, directly to each employee of the legacy local news organization, as specified, and would require the notice to include prescribed information, including the name of the proposed buyer. The bill would specify that its provisions do not apply to a legacy local news organization that would be independently owned after a transaction. The bill would define various terms for these purposes.Digest Key Vote: MAJORITY Appropriation: NO Fiscal Committee: NO Local Program: NO Bill TextThe people of the State of California do enact as follows:SECTION 1. The Legislature finds and declares both of the following:(a) Preserving access to high-quality and diverse sources of local news is of vital importance to our communities. In the struggling local independent community news industry, many local newsroom owners find it difficult to make payroll each month or attract competitive bidders when looking to retire or exit the sector, with large conglomerates managed by hedge funds and private equity often acting as the buyers of last resort. This has led to growing concentration in ownership of local community-based newsrooms, giving fewer owners more control over the news that Californians see. This concentration of newsroom ownership has coincided in a dramatic loss in the number of journalists employed in the state, which threatens consumer access to diverse sources of high-quality local news. news reporting.(b)Promoting employee ownership of legacy newsrooms by employee journalists via notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms.(b) Preserving Californias independently owned and operated newsrooms does all of the following:(1) Promotes local reporting and government accountability to the public.(2) Protects diversity of opinion.(3) Improves local business development, community engagement, and connection to arts and culture.(4) Maintains resident access to accurate and essential community information, from disaster preparedness to voting information.(5) Undergirds our local, state, and even national democracies.(c) Promoting independent, employee, and small business ownership opportunities of legacy newsrooms by employee journalists via a notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms, which preserves and supports the unique character of local communities and culture throughout the state.SEC. 2.Title 23 (commencing with Section 3273.80) is added to Part 4 of Division 3 of the Civil Code, to read:23.The Keep News Local Act3273.80.This title shall be known, and may be cited, as The Keep News Local Act.3273.81.For the purposes of this title, legacy local media outlet means a business that meets all of the following requirements:(a)The business has been running for 10 years or more and performs a public information function comparable to that traditionally served by newspapers and other periodical news publications.(b)The business employs professionals to create, edit, produce, and distribute original content, at least 25 percent of which concerns specific interests to a community, city, neighborhood, or region in the state.(c)The businesss content is produced through print or digital means that meets either of the following requirements:(1)A print publication that has been published at least once per month in 11 of the previous 12 months.(2)A digital publication that has been published once per week in 48 of the previous 52 weeks.3273.82.(a)A legacy local media outlet shall provide notice pursuant to subdivision (b) at least 120 days before any sale or transfer of either of the following:(1)A material amount of its assets.(2)Voting securities greater than 10 percent of the business.(b)Notice described in subdivision (a) shall comply with both of the following:(1)Notice shall be provided as follows:(A)Written notice directly to each employee of the legacy local media outlet.(B)Written or any other applicable form of notice to subscribers and consumers of the legacy local media outlet in each print edition of content published or posted by the local media outlet during the 120-day notice period.(C)Written notice to the governing body of any city or county where the legacy local media outlet is headquartered.(2)The notice shall include, but not be limited to, all of the following information:(A)The name of the proposed buyer.(B)The dollar amount of the proposed sale or transfer.(C)The expected date of the proposed sale or transfer.(D)The legacy local media outlets affirmation of compliance with the requirements of this section.3273.83.(a)Within the first 60 days of the notice required by Section 3273.82, a legacy local media outlet shall provide its employees a notice of the right of first refusal to purchase a portion or the entirety of that percent of the ownership interest of the local media outlet to be sold or transferred as described in subdivision (a) of Section 3273.82, including an opportunity to substantially match any terms offered by another person.(b)(1)An employee shall have the right of first refusal and may invoke that right by submitting a written notice of their intent and purchase offer at any time within 60 days of receiving a notice of the right to first refusal.(2)A legacy local media outlet shall engage in good faith negotiations with an employee who invokes the right of first refusal pursuant to paragraph (1), and shall not accept an offer from any other employee or person until the 60-day period has elapsed.(3)The legacy local media outlet may reject any employee offer at the end of the 60-day period.3273.84.Any purchase or transfer of a portion or the entirety of a legacy local media outlet as described in subdivision (a) of Section 3273.82 in which the buyer will receive any grants, financing, or financing guarantees from a governmental source to effectuate a purchase or transfer subject to this title shall accept and continue any collectively bargained employee contract in effect 120 days before any sale or transfer of ownership.SEC. 2. Title 23 (commencing with Section 3273.80) is added to Part 4 of Division 3 of the Civil Code, to read:TITLE 23. The Keep News Independent Act3273.80. This title shall be known, and may be cited, as the Keep News Independent Act.3273.81. For the purposes of this title, the following definitions apply:(a) Independently owned means a local new organization that meets all of the following requirements:(1) The local news organization is not a publicly traded entity, and no more than 5 percent of the beneficial ownership of the local news organization is owned, directly or indirectly, by a publicly traded entity.(2) The local news organization is not beneficially owned by a private fund.(3) The local news organization is not a subsidiary.(b) Legacy local news organization means a local news organization that meets both of the following requirements:(1) The local news organization has been operating for 10 years or more with no break in operations exceeding one year, regardless of ownership changes.(2) The local news organizations content is produced through print or digital means that meets either of the following requirements:(A) A print news publication that has been published at least 24 times over the previous 12 months.(B) A digital news publication that has published new content an average of once per week in 48 of the previous 52 weeks.(c) Local news organization means an entity that engages professionals to create, edit, produce, and distribute original local or state community news in the state for dissemination to a local or state community, through reporting activities, including conducting interviews, observing current events, or analyzing documents or other information.(d) Private fund means a corporation that is an investment company, as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-3), except paragraphs (1) to (7), inclusive, of subsection (c). Private fund does not include either of the following:(1) A venture capital fund, as defined in Section 275.203(l)-1 of Title 17 of the Code of Federal Regulations, as that section read on the effective date of this title.(2) A selected community development financial institution pursuant to Section 107 of the federal Community Development Banking and Financial Institutions Act of 1994 (12 U.S.C. Sec. 4706).(e) Transaction means an ownership sale or transfer involving either of the following:(1) A material amount of a legacy local news organizations assets.(2) Voting securities greater than 10 percent of a legacy local news organization.3273.82. (a) A legacy local news organization shall provide notice of intent to sell pursuant to subdivision (b) at least 120 days before the final execution of any transaction agreement.(b) The notice described in subdivision (a) shall comply with both of the following:(1) Notice shall be provided as follows:(A) Written notice directly to each employee of the legacy local news organization.(B) Written or any other applicable form of notice to subscribers and consumers of the legacy local news organization in each print edition of content published or posted by the legacy local news organization during the 120-day notice period.(C) (i) Written notice in at least seven-point type shall be published in an adjudicated newspaper of general circulation in the county where the local news organization is located for three consecutive weeks.(ii) If there is no adjudicated newspaper of general circulation in the county, the written notice described in clause (i) shall be published in an adjudicated newspaper of general circulation in a county that geographically borders the county where the local news organization is located.(2) The notice shall include, but not be limited to, all of the following information:(A) A statement of intent to sell by the owner of the legacy local news organization.(B) The name of the proposed buyer.(C) If there is an expected date of the proposed sale or transfer, the date.(D) The legacy local news organizations affirmation of compliance with the requirements of this section.3273.83. This title shall not apply to a legacy local media organization that would be independently owned after a transaction. Amended IN Assembly April 21, 2025 Amended IN Assembly March 24, 2025 CALIFORNIA LEGISLATURE 20252026 REGULAR SESSION Assembly Bill No. 611Introduced by Assembly Member LeeFebruary 13, 2025An act to add Title 23 (commencing with Section 3273.80) to Part 4 of Division 3 of the Civil Code, relating to local media outlets. news organizations.LEGISLATIVE COUNSEL'S DIGESTAB 611, as amended, Lee. Legacy local media outlets: news organizations: notice of sale or transfer: right of first refusal. sale.Existing law requires an incumbent grocery employer, defined as a person that owns, controls, or operates the grocery establishment at the time of a change in control, as defined, to post a public notice of a change in control at the location of the affected grocery establishment within 5 business days following the execution of the transfer document, as specified. Existing law, among other things, requires a covered establishment, defined to include a grocery establishment or a pharmacy establishment, to provide written notice of a closure to persons or entities, as specified, no later than 45 days before the closure takes effect.This bill would require a legacy local media outlet, as defined, at least 120 days before any sale or transfer of a material amount of its assets or voting securities greater than 10 percent of the business, to provide specified notices of the sale or transfer, including written notice to each employee of the legacy local media outlet, that includes prescribed information, including the name of the proposed buyer. Within 60 days of the notice of the sale or transfer, this bill would require a legacy local media outlet to provide its employees a notice of the right of first refusal to purchase a portion or the entirety of that percent of the legacy local media outlet to be sold or transferred. The bill would give an employee a right of first refusal, and would authorize the employee to invoke that right by submitting a written notice of their intent and purchase offer at any time within 60 days of receiving the notice of first refusal. The bill would require the legacy local media outlet to engage in good faith negotiations with an employee who invokes this right of first refusal, and prohibit the local media outlet from accepting another offer until the 60-day period has elapsed. The bill would authorize a legacy local media outlet to reject any employee offer at the end of the 60-day period.This bill would require any purchase or transfer of a portion or the entirety of a legacy local media outlet, as described above, in which the buyer will receive, among other things, financing guarantees from a governmental source to effectuate a purchase or transfer subject to these provisions to accept and continue any collectively bargained employee contract in effect 120 days before any sale or transfer of ownership.This bill would require a legacy local news organization, at least 120 days before the final execution of any transaction agreement, to provide a notice of intent to sell, as specified. The bill would require written notice to be provided, among other things, directly to each employee of the legacy local news organization, as specified, and would require the notice to include prescribed information, including the name of the proposed buyer. The bill would specify that its provisions do not apply to a legacy local news organization that would be independently owned after a transaction. The bill would define various terms for these purposes.Digest Key Vote: MAJORITY Appropriation: NO Fiscal Committee: NO Local Program: NO Amended IN Assembly April 21, 2025 Amended IN Assembly March 24, 2025 Amended IN Assembly April 21, 2025 Amended IN Assembly March 24, 2025 CALIFORNIA LEGISLATURE 20252026 REGULAR SESSION Assembly Bill No. 611 Introduced by Assembly Member LeeFebruary 13, 2025 Introduced by Assembly Member Lee February 13, 2025 An act to add Title 23 (commencing with Section 3273.80) to Part 4 of Division 3 of the Civil Code, relating to local media outlets. news organizations. LEGISLATIVE COUNSEL'S DIGEST ## LEGISLATIVE COUNSEL'S DIGEST AB 611, as amended, Lee. Legacy local media outlets: news organizations: notice of sale or transfer: right of first refusal. sale. Existing law requires an incumbent grocery employer, defined as a person that owns, controls, or operates the grocery establishment at the time of a change in control, as defined, to post a public notice of a change in control at the location of the affected grocery establishment within 5 business days following the execution of the transfer document, as specified. Existing law, among other things, requires a covered establishment, defined to include a grocery establishment or a pharmacy establishment, to provide written notice of a closure to persons or entities, as specified, no later than 45 days before the closure takes effect.This bill would require a legacy local media outlet, as defined, at least 120 days before any sale or transfer of a material amount of its assets or voting securities greater than 10 percent of the business, to provide specified notices of the sale or transfer, including written notice to each employee of the legacy local media outlet, that includes prescribed information, including the name of the proposed buyer. Within 60 days of the notice of the sale or transfer, this bill would require a legacy local media outlet to provide its employees a notice of the right of first refusal to purchase a portion or the entirety of that percent of the legacy local media outlet to be sold or transferred. The bill would give an employee a right of first refusal, and would authorize the employee to invoke that right by submitting a written notice of their intent and purchase offer at any time within 60 days of receiving the notice of first refusal. The bill would require the legacy local media outlet to engage in good faith negotiations with an employee who invokes this right of first refusal, and prohibit the local media outlet from accepting another offer until the 60-day period has elapsed. The bill would authorize a legacy local media outlet to reject any employee offer at the end of the 60-day period.This bill would require any purchase or transfer of a portion or the entirety of a legacy local media outlet, as described above, in which the buyer will receive, among other things, financing guarantees from a governmental source to effectuate a purchase or transfer subject to these provisions to accept and continue any collectively bargained employee contract in effect 120 days before any sale or transfer of ownership.This bill would require a legacy local news organization, at least 120 days before the final execution of any transaction agreement, to provide a notice of intent to sell, as specified. The bill would require written notice to be provided, among other things, directly to each employee of the legacy local news organization, as specified, and would require the notice to include prescribed information, including the name of the proposed buyer. The bill would specify that its provisions do not apply to a legacy local news organization that would be independently owned after a transaction. The bill would define various terms for these purposes. Existing law requires an incumbent grocery employer, defined as a person that owns, controls, or operates the grocery establishment at the time of a change in control, as defined, to post a public notice of a change in control at the location of the affected grocery establishment within 5 business days following the execution of the transfer document, as specified. Existing law, among other things, requires a covered establishment, defined to include a grocery establishment or a pharmacy establishment, to provide written notice of a closure to persons or entities, as specified, no later than 45 days before the closure takes effect. This bill would require a legacy local media outlet, as defined, at least 120 days before any sale or transfer of a material amount of its assets or voting securities greater than 10 percent of the business, to provide specified notices of the sale or transfer, including written notice to each employee of the legacy local media outlet, that includes prescribed information, including the name of the proposed buyer. Within 60 days of the notice of the sale or transfer, this bill would require a legacy local media outlet to provide its employees a notice of the right of first refusal to purchase a portion or the entirety of that percent of the legacy local media outlet to be sold or transferred. The bill would give an employee a right of first refusal, and would authorize the employee to invoke that right by submitting a written notice of their intent and purchase offer at any time within 60 days of receiving the notice of first refusal. The bill would require the legacy local media outlet to engage in good faith negotiations with an employee who invokes this right of first refusal, and prohibit the local media outlet from accepting another offer until the 60-day period has elapsed. The bill would authorize a legacy local media outlet to reject any employee offer at the end of the 60-day period. This bill would require any purchase or transfer of a portion or the entirety of a legacy local media outlet, as described above, in which the buyer will receive, among other things, financing guarantees from a governmental source to effectuate a purchase or transfer subject to these provisions to accept and continue any collectively bargained employee contract in effect 120 days before any sale or transfer of ownership. This bill would require a legacy local news organization, at least 120 days before the final execution of any transaction agreement, to provide a notice of intent to sell, as specified. The bill would require written notice to be provided, among other things, directly to each employee of the legacy local news organization, as specified, and would require the notice to include prescribed information, including the name of the proposed buyer. The bill would specify that its provisions do not apply to a legacy local news organization that would be independently owned after a transaction. The bill would define various terms for these purposes. ## Digest Key ## Bill Text The people of the State of California do enact as follows:SECTION 1. The Legislature finds and declares both of the following:(a) Preserving access to high-quality and diverse sources of local news is of vital importance to our communities. In the struggling local independent community news industry, many local newsroom owners find it difficult to make payroll each month or attract competitive bidders when looking to retire or exit the sector, with large conglomerates managed by hedge funds and private equity often acting as the buyers of last resort. This has led to growing concentration in ownership of local community-based newsrooms, giving fewer owners more control over the news that Californians see. This concentration of newsroom ownership has coincided in a dramatic loss in the number of journalists employed in the state, which threatens consumer access to diverse sources of high-quality local news. news reporting.(b)Promoting employee ownership of legacy newsrooms by employee journalists via notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms.(b) Preserving Californias independently owned and operated newsrooms does all of the following:(1) Promotes local reporting and government accountability to the public.(2) Protects diversity of opinion.(3) Improves local business development, community engagement, and connection to arts and culture.(4) Maintains resident access to accurate and essential community information, from disaster preparedness to voting information.(5) Undergirds our local, state, and even national democracies.(c) Promoting independent, employee, and small business ownership opportunities of legacy newsrooms by employee journalists via a notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms, which preserves and supports the unique character of local communities and culture throughout the state.SEC. 2.Title 23 (commencing with Section 3273.80) is added to Part 4 of Division 3 of the Civil Code, to read:23.The Keep News Local Act3273.80.This title shall be known, and may be cited, as The Keep News Local Act.3273.81.For the purposes of this title, legacy local media outlet means a business that meets all of the following requirements:(a)The business has been running for 10 years or more and performs a public information function comparable to that traditionally served by newspapers and other periodical news publications.(b)The business employs professionals to create, edit, produce, and distribute original content, at least 25 percent of which concerns specific interests to a community, city, neighborhood, or region in the state.(c)The businesss content is produced through print or digital means that meets either of the following requirements:(1)A print publication that has been published at least once per month in 11 of the previous 12 months.(2)A digital publication that has been published once per week in 48 of the previous 52 weeks.3273.82.(a)A legacy local media outlet shall provide notice pursuant to subdivision (b) at least 120 days before any sale or transfer of either of the following:(1)A material amount of its assets.(2)Voting securities greater than 10 percent of the business.(b)Notice described in subdivision (a) shall comply with both of the following:(1)Notice shall be provided as follows:(A)Written notice directly to each employee of the legacy local media outlet.(B)Written or any other applicable form of notice to subscribers and consumers of the legacy local media outlet in each print edition of content published or posted by the local media outlet during the 120-day notice period.(C)Written notice to the governing body of any city or county where the legacy local media outlet is headquartered.(2)The notice shall include, but not be limited to, all of the following information:(A)The name of the proposed buyer.(B)The dollar amount of the proposed sale or transfer.(C)The expected date of the proposed sale or transfer.(D)The legacy local media outlets affirmation of compliance with the requirements of this section.3273.83.(a)Within the first 60 days of the notice required by Section 3273.82, a legacy local media outlet shall provide its employees a notice of the right of first refusal to purchase a portion or the entirety of that percent of the ownership interest of the local media outlet to be sold or transferred as described in subdivision (a) of Section 3273.82, including an opportunity to substantially match any terms offered by another person.(b)(1)An employee shall have the right of first refusal and may invoke that right by submitting a written notice of their intent and purchase offer at any time within 60 days of receiving a notice of the right to first refusal.(2)A legacy local media outlet shall engage in good faith negotiations with an employee who invokes the right of first refusal pursuant to paragraph (1), and shall not accept an offer from any other employee or person until the 60-day period has elapsed.(3)The legacy local media outlet may reject any employee offer at the end of the 60-day period.3273.84.Any purchase or transfer of a portion or the entirety of a legacy local media outlet as described in subdivision (a) of Section 3273.82 in which the buyer will receive any grants, financing, or financing guarantees from a governmental source to effectuate a purchase or transfer subject to this title shall accept and continue any collectively bargained employee contract in effect 120 days before any sale or transfer of ownership.SEC. 2. Title 23 (commencing with Section 3273.80) is added to Part 4 of Division 3 of the Civil Code, to read:TITLE 23. The Keep News Independent Act3273.80. This title shall be known, and may be cited, as the Keep News Independent Act.3273.81. For the purposes of this title, the following definitions apply:(a) Independently owned means a local new organization that meets all of the following requirements:(1) The local news organization is not a publicly traded entity, and no more than 5 percent of the beneficial ownership of the local news organization is owned, directly or indirectly, by a publicly traded entity.(2) The local news organization is not beneficially owned by a private fund.(3) The local news organization is not a subsidiary.(b) Legacy local news organization means a local news organization that meets both of the following requirements:(1) The local news organization has been operating for 10 years or more with no break in operations exceeding one year, regardless of ownership changes.(2) The local news organizations content is produced through print or digital means that meets either of the following requirements:(A) A print news publication that has been published at least 24 times over the previous 12 months.(B) A digital news publication that has published new content an average of once per week in 48 of the previous 52 weeks.(c) Local news organization means an entity that engages professionals to create, edit, produce, and distribute original local or state community news in the state for dissemination to a local or state community, through reporting activities, including conducting interviews, observing current events, or analyzing documents or other information.(d) Private fund means a corporation that is an investment company, as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-3), except paragraphs (1) to (7), inclusive, of subsection (c). Private fund does not include either of the following:(1) A venture capital fund, as defined in Section 275.203(l)-1 of Title 17 of the Code of Federal Regulations, as that section read on the effective date of this title.(2) A selected community development financial institution pursuant to Section 107 of the federal Community Development Banking and Financial Institutions Act of 1994 (12 U.S.C. Sec. 4706).(e) Transaction means an ownership sale or transfer involving either of the following:(1) A material amount of a legacy local news organizations assets.(2) Voting securities greater than 10 percent of a legacy local news organization.3273.82. (a) A legacy local news organization shall provide notice of intent to sell pursuant to subdivision (b) at least 120 days before the final execution of any transaction agreement.(b) The notice described in subdivision (a) shall comply with both of the following:(1) Notice shall be provided as follows:(A) Written notice directly to each employee of the legacy local news organization.(B) Written or any other applicable form of notice to subscribers and consumers of the legacy local news organization in each print edition of content published or posted by the legacy local news organization during the 120-day notice period.(C) (i) Written notice in at least seven-point type shall be published in an adjudicated newspaper of general circulation in the county where the local news organization is located for three consecutive weeks.(ii) If there is no adjudicated newspaper of general circulation in the county, the written notice described in clause (i) shall be published in an adjudicated newspaper of general circulation in a county that geographically borders the county where the local news organization is located.(2) The notice shall include, but not be limited to, all of the following information:(A) A statement of intent to sell by the owner of the legacy local news organization.(B) The name of the proposed buyer.(C) If there is an expected date of the proposed sale or transfer, the date.(D) The legacy local news organizations affirmation of compliance with the requirements of this section.3273.83. This title shall not apply to a legacy local media organization that would be independently owned after a transaction. The people of the State of California do enact as follows: ## The people of the State of California do enact as follows: SECTION 1. The Legislature finds and declares both of the following:(a) Preserving access to high-quality and diverse sources of local news is of vital importance to our communities. In the struggling local independent community news industry, many local newsroom owners find it difficult to make payroll each month or attract competitive bidders when looking to retire or exit the sector, with large conglomerates managed by hedge funds and private equity often acting as the buyers of last resort. This has led to growing concentration in ownership of local community-based newsrooms, giving fewer owners more control over the news that Californians see. This concentration of newsroom ownership has coincided in a dramatic loss in the number of journalists employed in the state, which threatens consumer access to diverse sources of high-quality local news. news reporting.(b)Promoting employee ownership of legacy newsrooms by employee journalists via notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms.(b) Preserving Californias independently owned and operated newsrooms does all of the following:(1) Promotes local reporting and government accountability to the public.(2) Protects diversity of opinion.(3) Improves local business development, community engagement, and connection to arts and culture.(4) Maintains resident access to accurate and essential community information, from disaster preparedness to voting information.(5) Undergirds our local, state, and even national democracies.(c) Promoting independent, employee, and small business ownership opportunities of legacy newsrooms by employee journalists via a notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms, which preserves and supports the unique character of local communities and culture throughout the state. SECTION 1. The Legislature finds and declares both of the following:(a) Preserving access to high-quality and diverse sources of local news is of vital importance to our communities. In the struggling local independent community news industry, many local newsroom owners find it difficult to make payroll each month or attract competitive bidders when looking to retire or exit the sector, with large conglomerates managed by hedge funds and private equity often acting as the buyers of last resort. This has led to growing concentration in ownership of local community-based newsrooms, giving fewer owners more control over the news that Californians see. This concentration of newsroom ownership has coincided in a dramatic loss in the number of journalists employed in the state, which threatens consumer access to diverse sources of high-quality local news. news reporting.(b)Promoting employee ownership of legacy newsrooms by employee journalists via notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms.(b) Preserving Californias independently owned and operated newsrooms does all of the following:(1) Promotes local reporting and government accountability to the public.(2) Protects diversity of opinion.(3) Improves local business development, community engagement, and connection to arts and culture.(4) Maintains resident access to accurate and essential community information, from disaster preparedness to voting information.(5) Undergirds our local, state, and even national democracies.(c) Promoting independent, employee, and small business ownership opportunities of legacy newsrooms by employee journalists via a notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms, which preserves and supports the unique character of local communities and culture throughout the state. SECTION 1. The Legislature finds and declares both of the following: ### SECTION 1. (a) Preserving access to high-quality and diverse sources of local news is of vital importance to our communities. In the struggling local independent community news industry, many local newsroom owners find it difficult to make payroll each month or attract competitive bidders when looking to retire or exit the sector, with large conglomerates managed by hedge funds and private equity often acting as the buyers of last resort. This has led to growing concentration in ownership of local community-based newsrooms, giving fewer owners more control over the news that Californians see. This concentration of newsroom ownership has coincided in a dramatic loss in the number of journalists employed in the state, which threatens consumer access to diverse sources of high-quality local news. news reporting. (b)Promoting employee ownership of legacy newsrooms by employee journalists via notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms. (b) Preserving Californias independently owned and operated newsrooms does all of the following: (1) Promotes local reporting and government accountability to the public. (2) Protects diversity of opinion. (3) Improves local business development, community engagement, and connection to arts and culture. (4) Maintains resident access to accurate and essential community information, from disaster preparedness to voting information. (5) Undergirds our local, state, and even national democracies. (c) Promoting independent, employee, and small business ownership opportunities of legacy newsrooms by employee journalists via a notice period will help preserve access to diverse sources of community news by stimulating competition in the ownership markets for local newsrooms, which preserves and supports the unique character of local communities and culture throughout the state. This title shall be known, and may be cited, as The Keep News Local Act. For the purposes of this title, legacy local media outlet means a business that meets all of the following requirements: (a)The business has been running for 10 years or more and performs a public information function comparable to that traditionally served by newspapers and other periodical news publications. (b)The business employs professionals to create, edit, produce, and distribute original content, at least 25 percent of which concerns specific interests to a community, city, neighborhood, or region in the state. (c)The businesss content is produced through print or digital means that meets either of the following requirements: (1)A print publication that has been published at least once per month in 11 of the previous 12 months. (2)A digital publication that has been published once per week in 48 of the previous 52 weeks. (a)A legacy local media outlet shall provide notice pursuant to subdivision (b) at least 120 days before any sale or transfer of either of the following: (1)A material amount of its assets. (2)Voting securities greater than 10 percent of the business. (b)Notice described in subdivision (a) shall comply with both of the following: (1)Notice shall be provided as follows: (A)Written notice directly to each employee of the legacy local media outlet. (B)Written or any other applicable form of notice to subscribers and consumers of the legacy local media outlet in each print edition of content published or posted by the local media outlet during the 120-day notice period. (C)Written notice to the governing body of any city or county where the legacy local media outlet is headquartered. (2)The notice shall include, but not be limited to, all of the following information: (A)The name of the proposed buyer. (B)The dollar amount of the proposed sale or transfer. (C)The expected date of the proposed sale or transfer. (D)The legacy local media outlets affirmation of compliance with the requirements of this section. (a)Within the first 60 days of the notice required by Section 3273.82, a legacy local media outlet shall provide its employees a notice of the right of first refusal to purchase a portion or the entirety of that percent of the ownership interest of the local media outlet to be sold or transferred as described in subdivision (a) of Section 3273.82, including an opportunity to substantially match any terms offered by another person. (b)(1)An employee shall have the right of first refusal and may invoke that right by submitting a written notice of their intent and purchase offer at any time within 60 days of receiving a notice of the right to first refusal. (2)A legacy local media outlet shall engage in good faith negotiations with an employee who invokes the right of first refusal pursuant to paragraph (1), and shall not accept an offer from any other employee or person until the 60-day period has elapsed. (3)The legacy local media outlet may reject any employee offer at the end of the 60-day period. Any purchase or transfer of a portion or the entirety of a legacy local media outlet as described in subdivision (a) of Section 3273.82 in which the buyer will receive any grants, financing, or financing guarantees from a governmental source to effectuate a purchase or transfer subject to this title shall accept and continue any collectively bargained employee contract in effect 120 days before any sale or transfer of ownership. SEC. 2. Title 23 (commencing with Section 3273.80) is added to Part 4 of Division 3 of the Civil Code, to read:TITLE 23. The Keep News Independent Act3273.80. This title shall be known, and may be cited, as the Keep News Independent Act.3273.81. For the purposes of this title, the following definitions apply:(a) Independently owned means a local new organization that meets all of the following requirements:(1) The local news organization is not a publicly traded entity, and no more than 5 percent of the beneficial ownership of the local news organization is owned, directly or indirectly, by a publicly traded entity.(2) The local news organization is not beneficially owned by a private fund.(3) The local news organization is not a subsidiary.(b) Legacy local news organization means a local news organization that meets both of the following requirements:(1) The local news organization has been operating for 10 years or more with no break in operations exceeding one year, regardless of ownership changes.(2) The local news organizations content is produced through print or digital means that meets either of the following requirements:(A) A print news publication that has been published at least 24 times over the previous 12 months.(B) A digital news publication that has published new content an average of once per week in 48 of the previous 52 weeks.(c) Local news organization means an entity that engages professionals to create, edit, produce, and distribute original local or state community news in the state for dissemination to a local or state community, through reporting activities, including conducting interviews, observing current events, or analyzing documents or other information.(d) Private fund means a corporation that is an investment company, as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-3), except paragraphs (1) to (7), inclusive, of subsection (c). Private fund does not include either of the following:(1) A venture capital fund, as defined in Section 275.203(l)-1 of Title 17 of the Code of Federal Regulations, as that section read on the effective date of this title.(2) A selected community development financial institution pursuant to Section 107 of the federal Community Development Banking and Financial Institutions Act of 1994 (12 U.S.C. Sec. 4706).(e) Transaction means an ownership sale or transfer involving either of the following:(1) A material amount of a legacy local news organizations assets.(2) Voting securities greater than 10 percent of a legacy local news organization.3273.82. (a) A legacy local news organization shall provide notice of intent to sell pursuant to subdivision (b) at least 120 days before the final execution of any transaction agreement.(b) The notice described in subdivision (a) shall comply with both of the following:(1) Notice shall be provided as follows:(A) Written notice directly to each employee of the legacy local news organization.(B) Written or any other applicable form of notice to subscribers and consumers of the legacy local news organization in each print edition of content published or posted by the legacy local news organization during the 120-day notice period.(C) (i) Written notice in at least seven-point type shall be published in an adjudicated newspaper of general circulation in the county where the local news organization is located for three consecutive weeks.(ii) If there is no adjudicated newspaper of general circulation in the county, the written notice described in clause (i) shall be published in an adjudicated newspaper of general circulation in a county that geographically borders the county where the local news organization is located.(2) The notice shall include, but not be limited to, all of the following information:(A) A statement of intent to sell by the owner of the legacy local news organization.(B) The name of the proposed buyer.(C) If there is an expected date of the proposed sale or transfer, the date.(D) The legacy local news organizations affirmation of compliance with the requirements of this section.3273.83. This title shall not apply to a legacy local media organization that would be independently owned after a transaction. SEC. 2. Title 23 (commencing with Section 3273.80) is added to Part 4 of Division 3 of the Civil Code, to read: ### SEC. 2. TITLE 23. The Keep News Independent Act3273.80. This title shall be known, and may be cited, as the Keep News Independent Act.3273.81. For the purposes of this title, the following definitions apply:(a) Independently owned means a local new organization that meets all of the following requirements:(1) The local news organization is not a publicly traded entity, and no more than 5 percent of the beneficial ownership of the local news organization is owned, directly or indirectly, by a publicly traded entity.(2) The local news organization is not beneficially owned by a private fund.(3) The local news organization is not a subsidiary.(b) Legacy local news organization means a local news organization that meets both of the following requirements:(1) The local news organization has been operating for 10 years or more with no break in operations exceeding one year, regardless of ownership changes.(2) The local news organizations content is produced through print or digital means that meets either of the following requirements:(A) A print news publication that has been published at least 24 times over the previous 12 months.(B) A digital news publication that has published new content an average of once per week in 48 of the previous 52 weeks.(c) Local news organization means an entity that engages professionals to create, edit, produce, and distribute original local or state community news in the state for dissemination to a local or state community, through reporting activities, including conducting interviews, observing current events, or analyzing documents or other information.(d) Private fund means a corporation that is an investment company, as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-3), except paragraphs (1) to (7), inclusive, of subsection (c). Private fund does not include either of the following:(1) A venture capital fund, as defined in Section 275.203(l)-1 of Title 17 of the Code of Federal Regulations, as that section read on the effective date of this title.(2) A selected community development financial institution pursuant to Section 107 of the federal Community Development Banking and Financial Institutions Act of 1994 (12 U.S.C. Sec. 4706).(e) Transaction means an ownership sale or transfer involving either of the following:(1) A material amount of a legacy local news organizations assets.(2) Voting securities greater than 10 percent of a legacy local news organization.3273.82. (a) A legacy local news organization shall provide notice of intent to sell pursuant to subdivision (b) at least 120 days before the final execution of any transaction agreement.(b) The notice described in subdivision (a) shall comply with both of the following:(1) Notice shall be provided as follows:(A) Written notice directly to each employee of the legacy local news organization.(B) Written or any other applicable form of notice to subscribers and consumers of the legacy local news organization in each print edition of content published or posted by the legacy local news organization during the 120-day notice period.(C) (i) Written notice in at least seven-point type shall be published in an adjudicated newspaper of general circulation in the county where the local news organization is located for three consecutive weeks.(ii) If there is no adjudicated newspaper of general circulation in the county, the written notice described in clause (i) shall be published in an adjudicated newspaper of general circulation in a county that geographically borders the county where the local news organization is located.(2) The notice shall include, but not be limited to, all of the following information:(A) A statement of intent to sell by the owner of the legacy local news organization.(B) The name of the proposed buyer.(C) If there is an expected date of the proposed sale or transfer, the date.(D) The legacy local news organizations affirmation of compliance with the requirements of this section.3273.83. This title shall not apply to a legacy local media organization that would be independently owned after a transaction. TITLE 23. The Keep News Independent Act3273.80. This title shall be known, and may be cited, as the Keep News Independent Act.3273.81. For the purposes of this title, the following definitions apply:(a) Independently owned means a local new organization that meets all of the following requirements:(1) The local news organization is not a publicly traded entity, and no more than 5 percent of the beneficial ownership of the local news organization is owned, directly or indirectly, by a publicly traded entity.(2) The local news organization is not beneficially owned by a private fund.(3) The local news organization is not a subsidiary.(b) Legacy local news organization means a local news organization that meets both of the following requirements:(1) The local news organization has been operating for 10 years or more with no break in operations exceeding one year, regardless of ownership changes.(2) The local news organizations content is produced through print or digital means that meets either of the following requirements:(A) A print news publication that has been published at least 24 times over the previous 12 months.(B) A digital news publication that has published new content an average of once per week in 48 of the previous 52 weeks.(c) Local news organization means an entity that engages professionals to create, edit, produce, and distribute original local or state community news in the state for dissemination to a local or state community, through reporting activities, including conducting interviews, observing current events, or analyzing documents or other information.(d) Private fund means a corporation that is an investment company, as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-3), except paragraphs (1) to (7), inclusive, of subsection (c). Private fund does not include either of the following:(1) A venture capital fund, as defined in Section 275.203(l)-1 of Title 17 of the Code of Federal Regulations, as that section read on the effective date of this title.(2) A selected community development financial institution pursuant to Section 107 of the federal Community Development Banking and Financial Institutions Act of 1994 (12 U.S.C. Sec. 4706).(e) Transaction means an ownership sale or transfer involving either of the following:(1) A material amount of a legacy local news organizations assets.(2) Voting securities greater than 10 percent of a legacy local news organization.3273.82. (a) A legacy local news organization shall provide notice of intent to sell pursuant to subdivision (b) at least 120 days before the final execution of any transaction agreement.(b) The notice described in subdivision (a) shall comply with both of the following:(1) Notice shall be provided as follows:(A) Written notice directly to each employee of the legacy local news organization.(B) Written or any other applicable form of notice to subscribers and consumers of the legacy local news organization in each print edition of content published or posted by the legacy local news organization during the 120-day notice period.(C) (i) Written notice in at least seven-point type shall be published in an adjudicated newspaper of general circulation in the county where the local news organization is located for three consecutive weeks.(ii) If there is no adjudicated newspaper of general circulation in the county, the written notice described in clause (i) shall be published in an adjudicated newspaper of general circulation in a county that geographically borders the county where the local news organization is located.(2) The notice shall include, but not be limited to, all of the following information:(A) A statement of intent to sell by the owner of the legacy local news organization.(B) The name of the proposed buyer.(C) If there is an expected date of the proposed sale or transfer, the date.(D) The legacy local news organizations affirmation of compliance with the requirements of this section.3273.83. This title shall not apply to a legacy local media organization that would be independently owned after a transaction. TITLE 23. The Keep News Independent Act TITLE 23. The Keep News Independent Act #### TITLE 23. The Keep News Independent Act 3273.80. This title shall be known, and may be cited, as the Keep News Independent Act. 3273.80. This title shall be known, and may be cited, as the Keep News Independent Act. ###### 3273.80. 3273.81. For the purposes of this title, the following definitions apply:(a) Independently owned means a local new organization that meets all of the following requirements:(1) The local news organization is not a publicly traded entity, and no more than 5 percent of the beneficial ownership of the local news organization is owned, directly or indirectly, by a publicly traded entity.(2) The local news organization is not beneficially owned by a private fund.(3) The local news organization is not a subsidiary.(b) Legacy local news organization means a local news organization that meets both of the following requirements:(1) The local news organization has been operating for 10 years or more with no break in operations exceeding one year, regardless of ownership changes.(2) The local news organizations content is produced through print or digital means that meets either of the following requirements:(A) A print news publication that has been published at least 24 times over the previous 12 months.(B) A digital news publication that has published new content an average of once per week in 48 of the previous 52 weeks.(c) Local news organization means an entity that engages professionals to create, edit, produce, and distribute original local or state community news in the state for dissemination to a local or state community, through reporting activities, including conducting interviews, observing current events, or analyzing documents or other information.(d) Private fund means a corporation that is an investment company, as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-3), except paragraphs (1) to (7), inclusive, of subsection (c). Private fund does not include either of the following:(1) A venture capital fund, as defined in Section 275.203(l)-1 of Title 17 of the Code of Federal Regulations, as that section read on the effective date of this title.(2) A selected community development financial institution pursuant to Section 107 of the federal Community Development Banking and Financial Institutions Act of 1994 (12 U.S.C. Sec. 4706).(e) Transaction means an ownership sale or transfer involving either of the following:(1) A material amount of a legacy local news organizations assets.(2) Voting securities greater than 10 percent of a legacy local news organization. 3273.81. For the purposes of this title, the following definitions apply: ###### 3273.81. (a) Independently owned means a local new organization that meets all of the following requirements: (1) The local news organization is not a publicly traded entity, and no more than 5 percent of the beneficial ownership of the local news organization is owned, directly or indirectly, by a publicly traded entity. (2) The local news organization is not beneficially owned by a private fund. (3) The local news organization is not a subsidiary. (b) Legacy local news organization means a local news organization that meets both of the following requirements: (1) The local news organization has been operating for 10 years or more with no break in operations exceeding one year, regardless of ownership changes. (2) The local news organizations content is produced through print or digital means that meets either of the following requirements: (A) A print news publication that has been published at least 24 times over the previous 12 months. (B) A digital news publication that has published new content an average of once per week in 48 of the previous 52 weeks. (c) Local news organization means an entity that engages professionals to create, edit, produce, and distribute original local or state community news in the state for dissemination to a local or state community, through reporting activities, including conducting interviews, observing current events, or analyzing documents or other information. (d) Private fund means a corporation that is an investment company, as defined in Section 3 of the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-3), except paragraphs (1) to (7), inclusive, of subsection (c). Private fund does not include either of the following: (1) A venture capital fund, as defined in Section 275.203(l)-1 of Title 17 of the Code of Federal Regulations, as that section read on the effective date of this title. (2) A selected community development financial institution pursuant to Section 107 of the federal Community Development Banking and Financial Institutions Act of 1994 (12 U.S.C. Sec. 4706). (e) Transaction means an ownership sale or transfer involving either of the following: (1) A material amount of a legacy local news organizations assets. (2) Voting securities greater than 10 percent of a legacy local news organization. 3273.82. (a) A legacy local news organization shall provide notice of intent to sell pursuant to subdivision (b) at least 120 days before the final execution of any transaction agreement.(b) The notice described in subdivision (a) shall comply with both of the following:(1) Notice shall be provided as follows:(A) Written notice directly to each employee of the legacy local news organization.(B) Written or any other applicable form of notice to subscribers and consumers of the legacy local news organization in each print edition of content published or posted by the legacy local news organization during the 120-day notice period.(C) (i) Written notice in at least seven-point type shall be published in an adjudicated newspaper of general circulation in the county where the local news organization is located for three consecutive weeks.(ii) If there is no adjudicated newspaper of general circulation in the county, the written notice described in clause (i) shall be published in an adjudicated newspaper of general circulation in a county that geographically borders the county where the local news organization is located.(2) The notice shall include, but not be limited to, all of the following information:(A) A statement of intent to sell by the owner of the legacy local news organization.(B) The name of the proposed buyer.(C) If there is an expected date of the proposed sale or transfer, the date.(D) The legacy local news organizations affirmation of compliance with the requirements of this section. 3273.82. (a) A legacy local news organization shall provide notice of intent to sell pursuant to subdivision (b) at least 120 days before the final execution of any transaction agreement. ###### 3273.82. (b) The notice described in subdivision (a) shall comply with both of the following: (1) Notice shall be provided as follows: (A) Written notice directly to each employee of the legacy local news organization. (B) Written or any other applicable form of notice to subscribers and consumers of the legacy local news organization in each print edition of content published or posted by the legacy local news organization during the 120-day notice period. (C) (i) Written notice in at least seven-point type shall be published in an adjudicated newspaper of general circulation in the county where the local news organization is located for three consecutive weeks. (ii) If there is no adjudicated newspaper of general circulation in the county, the written notice described in clause (i) shall be published in an adjudicated newspaper of general circulation in a county that geographically borders the county where the local news organization is located. (2) The notice shall include, but not be limited to, all of the following information: (A) A statement of intent to sell by the owner of the legacy local news organization. (B) The name of the proposed buyer. (C) If there is an expected date of the proposed sale or transfer, the date. (D) The legacy local news organizations affirmation of compliance with the requirements of this section. 3273.83. This title shall not apply to a legacy local media organization that would be independently owned after a transaction. 3273.83. This title shall not apply to a legacy local media organization that would be independently owned after a transaction. ###### 3273.83.