TORSTAR - Management's Discussion and Analysis

For the three months ended March 31, 2020

The following management’s discussion and analysis (“MD&A”) comments on the financial condition and results of operations of Corporation (“Torstar”, "we", "our" or the “Company") for the three months ended March 31, 2020 and updates the MD&A for the fiscal year ended December 31, 2019 (the "Annual MD&A"). The information contained herein should be read in conjunction with the annual audited consolidated financial statements of Torstar for the year ended December 31, 2019 (the “2019 Consolidated Financial Statements”) and the Annual MD&A which are set forth in the Company's Annual Report for such fiscal year and incorporated by reference in the Company's renewal Annual Information Form dated March 20, 2020.

We report our financial results under International Financial Reporting Standards (“IFRS”) as set out in the CPA Standards and Guidance Collection. All financial information contained in this MD&A and in the condensed consolidated financial statements for the three months ended March 31, 2020 (the "Condensed Consolidated Financial Statements") has been prepared in accordance with IFRS, except for certain “Non-IFRS Measures” as described in Section 10 of this MD&A. Per share amounts are calculated using the weighted average number of shares outstanding for the applicable period.

This MD&A is dated May 5, 2020 and all amounts are denominated in Canadian dollars, unless otherwise noted.

The accounting policies applied in this interim MD&A are consistent with those disclosed in Note 2 to the annual consolidated financial statements for the year ended December 31, 2019.

Additional information relating to Torstar, including the 2019 Consolidated Financial Statements and Annual Report and 2020 Annual Information Form are available on Torstar’s website at www.torstar.com and on SEDAR at www.sedar.com.

Forward-looking statements Certain statements in this MD&A and in the Company’s oral and written public communications may constitute forward-looking statements that reflect management’s expectations regarding the Company’s future growth, financial performance and business prospects and opportunities as of the date of this MD&A. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as “anticipate”, “believe”, “plan”, “forecast”, “expect”, “estimate”, “goal”, “predict”, “intend”, “would”, “could”, “if”, “may” and similar expressions. This MD&A includes, among others, forward-looking statements regarding expectations regarding our transformation efforts, including our efforts to stabilize our core business, develop a more balanced mix of revenue streams, obtain and grow digital subscription and advertising revenue, add value to our audiences and collect and use data, reduce costs and identify efficiencies to offset key future expenditures, recognize value in investments and assets outside of our core business and increase shareholder value, deepen our digital relationship and engagement with consumers, and better serve our advertising clients in Sections 1 and 4 of this MD&A, expectations related to the potential impact of COVID-19 including the length and severity of the impact and our ability to implement additional labour and other cost savings in Sections 1, 2, 3, 4, 5, 6 and 11 of this MD&A, expectations relating to anticipated eligibility and subsidies related to the Canada Emergency Wage Subsidy program in Sections 3 and 4 of this MD&A, expected savings including savings from restructuring initiatives and other cost reductions in Sections 1, 3 and 4 of this MD&A, Torstar's outlook for 2020, including anticipated revenue trends, shifts in advertiser spending, digital traffic trends, subscription trends, anticipated capital and operating expenditures and potential cost reductions and savings, as well as anticipated technological changes, revenue, traffic and user engagement trends, EBITDA margins and cash flow, expectations regarding the impact of COVID-19 and eligibility for the Canada Emergency Wage Subsidy program and expectations regarding cost reductions at VerticalScope in Section 4 of this MD&A, expectations relating to anticipated eligibility and benefits related to refundable tax credits for qualifying journalism organizations and the anticipated timing and amount of digital media tax credits in Sections 2, 3, 4, 5 and 9 of this MD&A, estimates and expectations relating to impairment of assets in Sections 3, 6 and 9 of this MD&A, expectations regarding cash flows, forecasted cash requirements, potential measures to increase liquidity and capital resources and the Company's dividend policy in Section 5 of this MD&A, expectations described in connection with critical accounting policies and estimates and judgements in Section 6 of this MD&A, and expectations regarding risks and uncertainties in Section 11 of this MD&A. All such statements are made pursuant to the “safe harbour” provisions of applicable Canadian securities legislation. These statements reflect current expectations of management regarding future events and operating performance, and speak only as of the date of this MD&A. In addition, forward-looking statements are provided for the purpose of providing information about management’s current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes.

By their very nature, forward-looking statements require management to make assumptions and are subject to inherent risks and uncertainties. There is a significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that management’s assumptions may not be accurate and that actual results, performance or achievements may differ significantly from such predictions, forecasts, conclusions or projections expressed or implied by such forward-looking statements. We caution readers not to place undue reliance on the forward-looking statements in this MD&A as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, outlooks, expectations, goals, estimates or intentions expressed in the forward-looking statements.

These factors include, but are not limited to: -force majeure events; -the Company’s ability to operate in highly competitive changing industries; -the Company’s ability to compete with digital media, global technology giants, other newspapers and other forms of media;

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 1 TORSTAR - Management's Discussion and Analysis

-the Company’s ability to respond to the shift to digital media and the shift by advertisers to other digital platforms; -the Company's ability to meet challenges in the digital advertising market; -the Company’s ability to adapt to new digital platforms and the increasing prominence of mobile; -the Company’s ability to attract, grow and retain its digital audience and profitably develop its digital platforms; -the Company’s ability to compete effectively for content, audience and readership; -the Company's ability to charge for news content used by search, social media and other technology companies; -the Company’s ability to attract and retain advertisers and customers; -the Company’s ability to attract and retain readers and traffic; -the Company’s ability to build and maintain adequate subscription levels; -the Company’s ability to integrate the technology associated with new digital platforms; -general economic conditions and customer prospects in the principal markets in which the Company operates; -the Company’s ability to reduce costs; -loss of reputation; -dependence on third party suppliers and service providers; -reliance on technology and information systems; -cybersecurity, data protection and risks of security breaches; -investments in other businesses; -the Company’s ability to execute appropriate strategic growth initiatives and transformation plans (including acquisitions and dispositions); -unexpected costs or liabilities related to acquisitions and dispositions; -labour disruptions; -reliance on printing operations; -newsprint costs; -distribution costs; -privacy, anti-spam, communications, competition, consumer protection, advertising/marketing, distribution, e-commerce, data use and environmental laws, health and safety regulations and other laws and regulations applicable generally to the Company’s businesses, and any related regulatory proceedings; -litigation; -changes in employee future benefit obligations; -dependence on and competition for key personnel; -foreign exchange fluctuations and foreign operations; -availability of insurance; -income tax, other tax credits and government grants; -intellectual property rights and other content risks; -credit risk; -availability of capital and restrictions imposed by credit facilities; -controls over financial reporting, results of impairment tests and uncertainties associated with critical accounting estimates; -dividend policy; -thin trading and maintenance of public listing of our Class B shares; -market price for our Class B shares; -sales of shares by our directors or executive officers; -holding company structure; and -control of the Company by the Voting Trust.

Torstar cautions that the foregoing list is not exhaustive of all possible factors, as other factors could adversely affect Torstar’s results. In addition, a number of assumptions, including those assumptions specifically identified throughout this MD&A, were applied in making the forward-looking statements set forth in this MD&A which the Company believes are reasonable as of the date of this MD&A. Some of the key assumptions include, without limitation, assumptions regarding the performance of the North American economies; tax laws; continued availability of printing operations; availability of financing on appropriate terms; exchange rates; market conditions and competition; rates of return and discount rates relating to pension expense and pension plan obligations; discount rates and trends in healthcare costs relating to post employment benefits; expected future revenues; expected future liabilities; expected future cash flows and discount rates relating to valuation of intangible assets; and successful development and launch of strategic initiatives and new products. There is a risk that some or all of these assumptions may prove to be incorrect. There is no assurance regarding the amount and timing of future dividends. When relying on our forward-looking statements to make decisions with respect to the Company and its securities, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company does not intend, and disclaims any obligation, to update any forward-looking statements, whether written or oral, or whether as a result of new information or otherwise, except as may be required by law.

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 2 TORSTAR - Management's Discussion and Analysis

Management’s Discussion and Analysis – Contents Section Page Overview and Strategic Initiatives 4 1 A summary of our business Highlights 2 6 Highlights for the first quarter of 2020 compared to the first quarter of 2019 Operating Results 3 7 A discussion of our operating results for the three months ended March 31, 2020 Outlook 12 4 The outlook for our business in the balance of 2020 Liquidity and Capital Resources 13 5 A discussion of our cash flow, liquidity and other disclosures Critical Accounting Policies and Estimates 6 A description of accounting estimates and judgements that are critical to determining our financial results, and 14 changes to accounting policies Recent Accounting Pronouncements 15 7 A discussion of recent IFRS developments that will affect our business Controls and Procedures 15 8 A discussion of our disclosure controls and internal controls over financial reporting Summary of Quarterly Results 16 9 A summary view of our quarterly financial performance Reconciliation and Definition of Non-IFRS Measures 16 10 A description and reconciliation of certain non-IFRS and additional IFRS measures used by management Risks and Uncertainties 17 11 Risks and uncertainties facing our business

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 3 TORSTAR - Management's Discussion and Analysis 1. Overview and Strategy A summary of our business

Torstar is a broadly based Canadian media company listed on the Stock Exchange (Symbol:TS.B). During the first quarter of 2020, Torstar realigned its operating segments to remove the proportionate share of joint venture operations and its 56% investment in VerticalScope. The realignment is consistent with our focus on the operating performance of our fully owned and core operations, which have become increasingly separate and distinct from our joint venture operations and our investment in VerticalScope. The Company now has two reportable operating segments: Community Brands (or "Communities") and Daily Brands (or "Dailies"). The Digital Ventures segment has been eliminated and eyeReturn Marketing Inc. (“eyeReturn”) is now included in "Corporate and Other". Relevant comparative information has been restated to reflect these changes.

The Dailies include the daily newspaper and thestar.com, , the , the St. Catharines Standard, the Review, the and the Peterborough Examiner daily newspapers, as well as each of their respective websites. The Dailies also include wheels.ca and various specialty publications and magazines and distribution services. Until December 20, 2019, the Dailies also included the English- language StarMetro free daily print newspapers published by Free Daily News Group Inc. ("StarMetro").

The Communities include more than 70 weekly community newspapers, numerous digital properties (including homefinder.ca, save.ca, travelalerts.ca, and regional online sites, such as durhamregion.com) and flyer distribution operations. The Communities also include a number of specialty publications, directories and consumer shows.

Our investment in VerticalScope is classified as an associated business rather than a consolidated subsidiary or joint venture as a result of certain terms in the applicable shareholders’ agreement. VerticalScope is a Toronto-based vertically focused digital media company with expertise in programmatic advertising and which at March 31, 2020 had approximately 250 employees and services the North American market through its network of user forums and premium content sites offering advertisers access to large audiences in popular verticals including automotive, powersports, outdoors, technology, home and health.

We also have several other investments in Associated Businesses, which at March 31, 2020 included a 19% equity investment in Ltd. (“Black Press”), a 15% equity investment in Blue Ant Media Inc. (“Blue Ant”), a 33% equity investment in Canadian Press Enterprises Inc. (“Canadian Press”) and an approximate 22% interest in Nest Wealth Asset Management Inc. ("Nest Wealth").

Competitive Landscape and Strategic Initiatives Our core operations have focused efforts on the execution of a multi-year transformation of our traditional news brands. At the core of this transformation, our mission is to profitably grow by delivering and engaging each paying customer with trusted news, information and content that is most relevant to their personal passions, needs and desire for positive change in our communities and businesses. Central to our strategy is the use of data as a key asset to fuel the growth of new digital subscription revenue streams and to enhance the value and performance of our digital audience to advertisers.

Our goal is to stabilize our core media business by developing a more balanced mix of operating revenue streams which include a large print subscriber and flyer distribution revenue base complemented by growing digital subscription and advertising revenue streams to mitigate declines we are experiencing in print advertising. Reducing costs through coordinated alignment of activities across our operating units will be an important element of the strategy to allow us to focus investment spending on areas most likely to generate future growth. We believe ensuring appropriate recognition of the value of investments and assets outside our fully owned businesses are important keys to increasing shareholder value in the future.

Noteworthy developments and progress related to our transformation plan thus far include:

• Launching of paid digital subscription offerings on thestar.com. • Introducing single sign-on (user registration) on thestar.com and across all news sites within the Community Brands segment as a first step in adding value to our audiences through the enhanced collection and use of first party data. • Launching of potential subscription model tests in the Community Brands segment and fully rolling out paid subscriptions in one test market. • Strengthening our talent base and implementing foundational technologies in the areas of data infrastructure, advanced analytics capabilities and customer life cycle management capabilities.

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 4 TORSTAR - Management's Discussion and Analysis

• Completing the merger of the eight Torstar defined benefit pension plans with the Colleges of Applied Arts & Technology Pension Plan, reducing the risk associated with our exposure to defined benefit pension liabilities. • Expanding our suite of digital marketing products and services, through an exclusive agreement with Madwire, LLC in Canada, and now offering approximately ten additional digital advertising and marketing services to small and medium sized businesses in Canada, including to our roster of approximately 30,000 small and medium sized clients. • Launching of a scalable digital-only local news and information initiative in the first test market, through an exclusive agreement with Innocode. • Launching of "This Matters,” the first daily news podcast from the Toronto Star.

In 2020, our goal is to deepen our digital relationship and engagement with consumers as we strive to: • Consistently grow our monthly paid digital-only subscriber base to between 40,000 and 50,000 by the end of the year • Almost double the number of print subscribers with digital access to our Daily News publications to over 90,000 by the end of the year • End the year with between 300,000 and 400,000 registered users on our Community Brands news sites, up from 280,000 at the end of 2019 • Test 5 to 10 new digital-only community sites across the country in areas not served by our traditional products

We continue to be focused on better serving our advertising clients and adding value to their digital and traditional marketing efforts by: • introducing data driven media mix recommendations to our advertising clients • introducing a suite of new digital marketing products and services aimed at small to medium sized businesses • improving the efficiency and performance of our digital media through enhanced collection and use of first party data • providing large clients and agencies with the ability to create custom audiences and campaigns across Torstar's digital properties

Towards the end of the quarter, the emergence of the COVID-19 pandemic and the resulting government measures for social distancing and the closure of non-essential businesses began to have a significant impact on advertising revenue. These trends have continued into April and have created significant pressure on advertising and flyer distribution revenues. At the same time, digital traffic to our news sites has increased significantly and overall subscriber revenues have remained resilient. In response to the continued impact of the COVID-19 pandemic on advertising revenue, subsequent to the end of the quarter we have undertaken a number of cost reduction initiatives which are further discussed in Section 4 of this MD&A. We remain focused on our strategic goals noted above, however, it is difficult to predict how long current conditions resulting from the COVID-19 pandemic may persist, and what the impact might be in the balance of the year on our progress against advertising related initiatives.

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 5 TORSTAR - Management's Discussion and Analysis 2. Highlights Highlights for the first quarter of 2020 compared to the first quarter of 2019

Three months ended March 31

Favourable (in $000’s, except per share amounts) 2020 2019 (Unfavourable)

Operating revenues $92,517 $115,982 ($23,465)

Net income (loss) attributable to equity shareholders (23,506) (7,427) (16,079) Per Share ($0.29) ($0.09) ($0.20)

1 Adjusted loss per share ($0.13) ($0.06) ($0.07)

1 Operating profit (loss) (30,544) (3,639) (26,905)

1 Adjusted EBITDA 2,632 7,083 (4,451)

1These are Non-IFRS or additional IFRS measures, refer to Section 10 of this MD&A.

• The emergence of the COVID-19 pandemic and the resulting government measures for social distancing and the closure of non-essential businesses began to have a significant impact on advertising revenues late in the quarter. These trends have continued into April and have created significant pressure on advertising and flyer distribution revenues. In response to the continued impact of the COVID-19 pandemic on advertising revenues, we have undertaken a number of cost reduction initiatives which are further discussed in Section 4 of this MD&A.

• We continued to make progress on the transformation of our business including digital subscription offerings, ending the first quarter with almost 90,000 subscribers with digital access including over 32,000 digital-only subscribers to our Daily Brands news sites, up from almost 80,000 subscribers and almost 28,000 digital-only subscribers at December 31, 2019. In addition, at the end of the first quarter we had over 7,700 subscribers to the e-editions of our Daily Brands newspapers.

• We now have over 370,000 registered users in the Community news sites, up from over 280,000 at December 31, 2019. During the quarter we announced an exclusive agreement with Innocode and launched a scalable digital platform in our first test market, North Bay, , as part of an innovative new project aimed at revitalizing local media in communities across Canada.

• Subsequent to the end of the first quarter, we expanded our suite of digital marketing products and services, through an exclusive agreement with Madwire, LLC in Canada. We now offer approximately ten additional digital advertising and marketing services to small and medium sized businesses in Canada, including to our roster of approximately 30,000 small and medium sized clients.

• During the first quarter of 2020, we sold the Hamilton property and received net cash proceeds of $24.7 million.

• We ended the first quarter of 2020 with $69.5 million of cash and cash equivalents and $9.1 million of restricted cash; Torstar has no bank indebtedness.

• Our operating revenue was $92.5 million in the first quarter of 2020, down $23.5 million or 20% relative to the first quarter of 2019. Excluding the impact of the closure of StarMetro print editions in late December 2019, first quarter operating revenues were down 17%. Our first quarter advertising revenues were impacted by the social distancing measures and the closure of non-essential businesses introduced in mid-March as a result of the COVID-19 pandemic.

• Our net loss attributable to equity shareholders was $23.5 million ($0.29 per share) in the first quarter of 2020. This compares to a net loss of $7.4 million ($0.09 per share) in the first quarter of 2019.

• Adjusted loss per share (see "non-IFRS measures" in Section 10) was $0.13 in the first quarter of 2020. This compares to an adjusted loss per share of $0.06 in the first quarter of 2019.

• Adjusted EBITDA (see "non-IFRS measures" in Section 10) was $2.6 million in the first quarter of 2020, down from $7.1 million in the first quarter of 2019 and included the benefit of $11.9 million of tax credits ($18.0 million in the first quarter

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 6 TORSTAR - Management's Discussion and Analysis

of 2019). Excluding the tax credits, Adjusted EBITDA loss improved by $1.7 million, with the Daily Brands up $3.8 million, the Community Brands down $2.4 million and Corporate and Other up $0.3 million.

The following chart provides a continuity of earnings (loss) per share from the first quarter of 2019 to the first quarter of 2020:

Three months ended March 31

Adjusted Earnings (Loss) Per Earnings (Loss) Per Share Share**

Loss per share attributable to equity shareholders in 2019 ($0.09) ($0.06) Changes • Adjusted EBITDA* (0.05) (0.05) • Amortization and depreciation 0.04 0.04 • Impairment of assets (0.32) • Interest and financing costs 0.01 0.01 • Non-cash foreign exchange (0.04) • Income (Loss) from joint ventures and associated businesses (0.06) (0.06) • Other income 0.23 • Other (0.01) (0.01)

($0.29) ($0.13) Loss per share attributable to equity shareholders in 2020 * This is a non-IFRS measure, refer to Section 10 of this MD&A. ** Refer to Section 10 for a reconciliation of earnings (loss) per share to adjusted earnings (loss) per share and a definition of adjusted earnings (loss) per share.

3. Operating Results A discussion of our operating results for the three months ended March 31, 2020

Unless otherwise noted, the following is a discussion of our first quarter 2020 operating results relative to the comparable period in 2019.

Overall Performance

The Company now has two reportable operating segments to which Corporate costs have not been allocated: Community Brands (or "Communities") and Daily Brands (or "Dailies"). Management of the segments are accountable for the operating revenues, Adjusted EBITDA and operating profit (loss) of the segments. Decisions regarding resource allocation are made at the reportable operating segment level. The results for the three months ended March 31, 2019 have been restated to remove the proportionate share of operating results of our joint venture operations and our 56% investment in VerticalScope in order to be consistent with our current basis of presentation.

Three months ended March 31, 2020

Total Per Consolidated (in $000’s) Communities Dailies Corporate and Other Statement of Loss Operating revenue $42,877 $47,853 $1,787 $92,517 Salaries and benefits1 (16,524) (12,613) (2,567) (31,704) Share based compensation 42 4 (143) (97) Other operating costs (23,436) (32,843) (1,805) (58,084) Adjusted EBITDA* 2,959 2,401 (2,728) 2,632 Amortization & depreciation (2,193) (1,213) (671) (4,077) Share based compensation (42) (4) 143 97 Restructuring and other charges (1,645) (1,854) (202) (3,701) Impairment of assets (19,169) (4,443) (1,883) (25,495) Operating profit (loss)* ($20,090) ($5,113) ($5,341) ($30,544)

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 7 TORSTAR - Management's Discussion and Analysis

Three months ended March 31, 2019

Total Per Consolidated (in $000’s) Communities Dailies Corporate and Other Statement of Loss Operating revenue $53,891 $59,841 $2,250 $115,982 Salaries and benefits2 (18,534) (18,669) (3,337) (40,540) Share based compensation 79 23 313 415 Other operating costs (25,827) (40,718) (2,229) (68,774) Adjusted EBITDA* 9,609 477 (3,003) 7,083 Amortization & depreciation (3,934) (2,319) (720) (6,973) Share based compensation (79) (23) (313) (415) Restructuring and other charges (1,839) (1,436) (59) (3,334) Operating profit (loss)* $3,757 ($3,301) ($4,095) ($3,639)

1Salaries and benefits in the three months ended March 31, 2020 included the recovery of the following: • $10.4 million of digital media tax credits ($6.6 million in the Communities segment and $3.8 million in the Dailies segment) • $1.5 million of journalism tax credits ($0.4 million in the Communities segment and $1.1 million in the Dailies segment) 2Salaries and benefits in the three months ended March 31, 2019 included the recovery of $18.0 million of digital media tax credits ($11.2 million in the Communities segment and $6.8 million in the Dailies segment). *These are non-IFRS or additional IFRS measures, refer to Section 10 of this MD&A.

Operating revenue Operating revenue was $92.5 million in the first quarter of 2020, down $23.5 million or 20%. Excluding the impact of the closure of StarMetro print editions in late December 2019, first quarter operating revenues were down 17%. Subscriber revenues decreased 4% in the first quarter while flyer distribution revenues decreased 15% and digital advertising revenues were down 12%. On a same store basis, print advertising revenues were down 29% in the first quarter.

Our first quarter print and digital advertising revenues were impacted by the emergence of the COVID-19 pandemic and the resulting government measures for social distancing and the closure of non-essential businesses, which began in mid- March and continued into the second quarter. Although overall print advertising revenue declines in the first quarter were 29% on a same store basis, the decline in the latter half of March was 58%. On the positive side, we have seen a significant increase in digital traffic to our news sites since the pandemic began. We have also experienced a notable acceleration of digital-only and e-edition subscriptions since the middle of March, while our print subscriptions continue to be relatively resilient.

In response to the continued impact of the COVID-19 pandemic on advertising revenues, subsequent to the end of the quarter we have undertaken a number of cost reduction initiatives which are further discussed in Section 4 of this MD&A. In addition, based on our revenue declines in March, we believe we will qualify for the first 2 periods (8 weeks) of the Canada Emergency Wage Subsidy program ("CEWS") and expect to receive approximately $12 million related to employee costs during those periods. We also expect that we will qualify for the third period (4 weeks) of the wage subsidy which we expect to result in an additional subsidy of approximately $6 million.

The following charts provide a breakdown of operating revenue:

Communities Dailies Corporate and Other Total Consolidated Three months ended March 31, 2020 $ % $ % $ % $ % Print advertising $13,379 31% $10,322 22% $23,701 26% Digital advertising 5,004 12% 4,853 10% $1,787 100% 11,644 13% Flyer distribution 17,123 40% 3,536 7% 20,659 22% Print and digital subscriber 81 27,982 58% 28,063 30% Other 7,290 17% 1,160 3% 8,450 9% Total $42,877 100% $47,853 100% $1,787 100% $92,517 100%

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 8 TORSTAR - Management's Discussion and Analysis

Communities Dailies Corporate and Other Total Consolidated Three months ended March 31, 2019 $ % $ % $ % $ % Print advertising $18,984 35% $19,112 32% $38,096 33% Digital advertising 5,654 10% 5,408 9% $2,250 100% 13,312 11% Flyer distribution 19,713 37% 4,721 8% 24,434 21% Print and digital subscriber 103 29,023 49% 29,126 25% Other 9,437 18% 1,577 2% 11,014 10% Total $53,891 100% $59,841 100% $2,250 100% $115,982 100%

Salaries and benefits Salaries and benefits costs were $31.7 million in the first quarter of 2020 and included the benefit of $10.4 million of digital media tax credits ($18.0 million in the first quarter of 2019) and $1.5 million in respect of a refundable labour tax credit for qualifying journalism organizations. The digital media tax credits represent recoveries of previously incurred salary and benefit costs and relate to claims made in respect of prior years and not current year operations.

Excluding the digital media and journalism tax credits (together referred to as "tax credits"), salaries and benefit costs were down $14.9 million (26%) in the first quarter of 2020 reflecting the benefit of $10.3 million of savings from restructuring initiatives, including the outsourcing of printing of The Hamilton Spectator and other publications as well as the closure of StarMetro print editions in late December 2019.

Other operating costs Other operating costs primarily include circulation/flyer distribution costs, newsprint costs, and other production costs, which represented 42%, 8%, and 10%, respectively, of other operating costs for the first quarter of 2020. Other operating costs were down $10.7 million (16%) in the first quarter as a result of the lower costs associated with the closure of StarMetro print editions in late December 2019 as well as lower print volumes and the impact of other cost reductions. These declines were partially offset by new costs associated with the outsourced printing of The Hamilton Spectator and other publications.

Adjusted EBITDA Adjusted EBITDA was $2.6 million in the first quarter of 2020 compared to $7.1 million in the first quarter of 2019 and included the benefit of $11.9 million of tax credits ($18.0 million in the first quarter of 2019). Excluding the tax credits, Adjusted EBITDA loss improved by $1.7 million, with the Daily Brands up $3.8 million, the Community Brands down $2.4 million and Corporate and Other up $0.3 million.

Amortization and depreciation Total amortization and depreciation decreased $2.9 million in the first quarter of 2020 reflecting the impact of the reductions in the value of property, plant and equipment and intangible assets.

Restructuring and other charges Total restructuring and other charges were $3.7 million in the first quarter of 2020 resulting from ongoing efforts to reduce costs.

Restructuring initiatives undertaken in the first three months of 2020 are expected to result in annualized net savings of $3.4 million associated with the reduction of approximately 85 positions. A total of $2.3 million of savings are expected to be realized in 2020, with $0.1 million realized in the first three months.

Impairment of assets In the first quarter of 2020, we incurred non-cash impairment charges of $19.2 million in the Community Brands segment, $4.4 million in the Daily Brands segment and $1.9 million related to eyeReturn in Corporate and Other. These charges have no impact on cash flows.

The outbreak of COVID-19 presents significant measurement uncertainties associated with the length and severity of the pandemic on our operating results. This is in addition to ongoing revenue challenges in an industry which is being affected by continued structural changes, including uncertainty in the print advertising market and the dominance of the rapidly evolving digital advertising market by large global giants. As a result of these uncertainties, we performed impairment tests on the carrying value of property, plant and equipment and intangible assets with a finite useful life for the Dailies, Communities and eyeReturn CGUs at March 31, 2020. Based on this testing, we recorded an impairment charge of $13.2 million in

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 9 TORSTAR - Management's Discussion and Analysis respect of property, plant and equipment and $6.0 million in respect of intangible assets in the Community Brands segment. In addition, we recorded a non-cash impairment charge of $4.4 million in respect of intangible assets in the Daily Brands segment and $1.9 million in respect of intangible assets in eyeReturn.

Operating loss Operating loss was $30.5 million in the first quarter of 2020 compared to an operating loss of $3.6 million in the first quarter of 2019 with the decline primarily reflecting the above noted non-cash impairment charges.

Loss from associated businesses Our loss from associated businesses was $10.4 million in the first quarter of 2020 compared to a loss of $5.7 million in the first quarter of 2019.

The loss in the first quarter of 2020 included losses of $7.2 million from VerticalScope (including $8.2 million of non-cash amortization and depreciation expense), $0.6 million from Blue Ant and $2.4 million from Black Press. The loss in the first quarter of 2020 includes a non-cash impairment charge of $2.0 million related to our investment in Black Press. The loss in the first quarter of 2019 included losses of $5.1 million from VerticalScope (including $9.5 million of amortization and depreciation expense), $0.2 million from Black Press and $0.1 million from Blue Ant.

Investment in VerticalScope Our investment in VerticalScope is accounted for as an associated business using the equity method as a result of certain terms in the shareholders' agreement. The following is summarized supplemental information for VerticalScope for the three months period ended March 31, 2020, including our fair value adjustments on acquisition of the investment. Given that this investment is accounted for as an equity investment, the information provided in the following table are Non-IFRS measures but include a reconciliation to the IFRS measure calculated using the equity method.

VerticalScope Results Three months ended March 31 2020 2019 Operating revenue (100%) $15,150 $18,644 Salaries and benefits (100%) (6,178) (6,769) Share based compensation (100%) 304 566 Other operating costs (100%) (4,302) (4,378) Adjusted EBITDA (100%) 4,974 8,063 Amortization & depreciation (14,584) (16,834) Share based compensation (304) (566) Restructuring and other charges (1) (6) Operating profit (loss) (100%) ($9,915) ($9,343) Net Loss (100%) ($12,766) ($9,081) Our equity share 56% 56% Loss from associated business (56%) ($7,204) ($5,124)

VerticalScope's operating revenue in the first quarter of 2020 was $15.2 million, down 19% (20% in USD). Operating revenues continue to be affected by the ongoing transition of user forums to a new technology platform and, to a lesser extent, the impact of algorithm changes in search related traffic. In addition, in March, revenues were also negatively affected by the impact of the COVID-19 pandemic on advertising markets. By the end of the first quarter, approximately 540 sites had been converted to the new platform, and while revenues on those sites were similarly impacted by lower spending by advertisers, site performance, traffic and user engagement metrics continued to be encouraging.

VerticalScope’s Adjusted EBITDA was $5.0 million in the first quarter of 2020, down $3.1 million as a result of lower operating revenues which were only partially offset by lower salaries and benefits and other cost reductions. VerticalScope’s Adjusted EBITDA for the first quarter of 2020 represented margins of 33% of operating revenue.

VerticalScope’s operating loss was $9.9 million in the first quarter of 2020, compared to an operating loss of $9.3 million in the first quarter of 2019, primarily related to the impact of lower operating revenues partially offset by lower amortization and depreciation expense. TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 10 TORSTAR - Management's Discussion and Analysis

During the first quarter of 2020, VerticalScope generated U.S. $4.5 million in cash from operations. VerticalScope's debt, net of cash, decreased U.S. $2.6 million to U.S. $106.0 million at March 31, 2020 from U.S. $108.6 million at December 31, 2019.

Other Income During the first quarter of 2020, we recorded other income of $18.8 million primarily related to a gain on sale of the Hamilton property for net cash proceeds of $24.7 million.

Operating Results – Community Brands

Operating revenue Operating revenue in the Community Brands segment was down $11.0 million (20%) in the first quarter of 2020. Flyer distribution revenue which represented approximately 40% of the Community Brands' operating revenue was down 13%. Local print advertising revenue, which represented approximately 23% of the Community Brands' operating revenue, was down 27%. National print advertising revenue, which represented 3% of the Community Brands' operating revenue, was down 31%. Digital advertising revenue in the Community Brands segment was down 11% in the first quarter of 2020.

As noted above, our first quarter advertising revenue was impacted by the COVID-19 pandemic and the resulting government measures for social distancing and the closure of non-essential businesses, which began in mid-March and continued into the second quarter. Although print advertising and flyer distribution revenues declined 30% and 13% respectively in the first quarter overall, the declines in the latter half of March were 60% and 19% respectively. Subsequent to the end of the quarter, we have undertaken a number of initiatives to reduce the impact of these revenue declines which are outlined in Section 4 of this MD&A.

Salaries and benefits costs The Community Brands' salaries and benefits costs in the first quarter of 2020 included $7.0 million of tax credits ($11.2 million in the first quarter of 2019). Excluding the tax credits, salaries and benefits costs were down $6.2 million (21%) in the first quarter of 2020 reflecting the benefit of $2.8 million of cost savings from restructuring initiatives as well as lower variable labour costs associated with lower circulation and flyer delivery volumes.

Other operating costs The Community Brands' other operating costs were down $2.4 million (9%) in the first quarter of 2020 which was largely the result of volume related reductions in circulation and flyer distribution costs, lower newsprint consumption, and other cost reductions.

Adjusted EBITDA The Community Brands' Adjusted EBITDA was $3.0 million in the first quarter of 2020, which included $7.0 million of tax credits ($11.2 million in the first quarter of 2019). Excluding the tax credits, the Community Brands' Adjusted EBITDA was down $2.4 million in the first quarter of 2020 reflecting lower operating revenues which were partially offset by savings related to restructuring initiatives and other cost reduction initiatives.

Operating profit (loss) Operating loss of $20.1 million in the first quarter of 2020 was higher than the prior year, primarily reflecting the first quarter non-cash impairment charges as well as the above noted changes in Adjusted EBITDA.

Operating Results – Daily Brands

Operating revenue Operating revenue in the Daily Brands segment was down $11.9 million (20%) in the first quarter. Excluding the impact of the closure of StarMetro print editions in late December 2019, first quarter operating revenues were down 13%. Subscriber revenue in the first quarter of 2020, which now represents 58% of the Daily Brands' operating revenue, was down 4% in the first quarter of 2020, reflecting growing digital-only subscription revenue offset by a modest reduction in print subscription revenue.

The decrease in operating revenue in the first quarter of 2020 was primarily the result of lower print advertising revenue. On a same store basis, local print advertising revenue, which represented approximately 11% of the Daily Brands' operating revenue, was down 30% in the first quarter of 2020. National print advertising revenue, which represented only 5% of the Daily Brands' operating revenue, was down 32% on a same store basis in the first quarter of 2020. Flyer distribution revenue, TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 11 TORSTAR - Management's Discussion and Analysis which represented approximately 7% of the Daily Brands' operating revenue, was down 23% on a same store basis in the first quarter of 2020. Digital advertising revenue in the Daily Brands segment was down 10% in the first quarter of 2020.

As noted above, our first quarter advertising revenues were impacted by the COVID-19 pandemic and the resulting government measures for social distancing and the closure of non-essential businesses, which began in mid-March and continued into the second quarter. Although print advertising revenues declined 29% in the first quarter overall on a same store basis, the decline in the latter half of March was 55%. We have undertaken a number of initiatives to reduce the impact of these revenue declines which are outlined in Section 4 of this MD&A.

Salaries and benefits costs The Daily Brands' salaries and benefits costs in the first quarter of 2020 included the benefit of $4.9 million of tax credits ($6.8 million in the first quarter of 2019). Excluding the tax credits, salaries and benefit costs were down $8.0 million (31%) in the first quarter of 2020 reflecting $7.5 million of savings from restructuring initiatives, including the benefit of the outsourcing of printing of The Hamilton Spectator and other publications as well as the closure of StarMetro print editions at the end of 2019.

Other operating costs The Daily Brands' other operating costs were down $7.9 million in the first quarter of 2020 and primarily reflected the closure of the StarMetro print editions in late December 2019 as well as lower volume related circulation and distribution costs, lower newsprint consumption and other cost reductions. These reductions were partially offset by new costs associated with the outsourced printing of The Hamilton Spectator and other publications.

Adjusted EBITDA The Daily Brands' Adjusted EBITDA was $2.4 million in the first quarter of 2020 and included $4.9 million of tax credits ($6.8 million in the first quarter of 2019). Excluding the tax credits, Adjusted EBITDA for the Daily Brands segment improved $3.8 million in the first quarter of 2020, reflecting lower operating revenues which were more than offset by savings related to restructuring initiatives and other cost reduction initiatives, including the outsourcing of printing of The Hamilton Spectator and other publications as well as the closure of StarMetro print editions in late 2019.

Operating profit (loss) Operating loss was $5.1 million in the first quarter of 2020 compared to an operating loss of $3.3 million in the prior year, primarily reflecting the above noted changes in Adjusted EBITDA partially offset by the first quarter non-cash impairment charges.

4. Outlook The outlook for our business in the balance of 2020

We continued to experience a challenging print advertising market in the first quarter of 2020 resulting from ongoing shifts in spending by advertisers. In addition, the emergence of the COVID-19 pandemic and the resulting government measures for social distancing and the closure of non-essential businesses began to have a significant negative impact on print and digital advertising revenues, late in the quarter. These trends have continued into April and in addition, flyer distribution revenues also began to experience similar declines.

Although overall print advertising revenue declines in the entire first quarter of 2020 were 29% on a same store basis, the decline in the latter half of March was 58%. Similar trends have continued into April. Flyer distribution revenues declined 27% in the latter half of March and this trend has deteriorated significantly in April with declines appearing to be more in line with our experience in print advertising.

Digital advertising revenue was down 12% through the end of the first quarter of 2020. Digital advertising revenue declines have also accelerated into April although not to the same extent that we have experienced in print advertising and flyer distribution. At the same time, we experienced a strong increase in digital traffic to our news sites beginning in March and continuing into April as users seek out credible COVID-19 related news and information, much of which we have made available outside of the paywall.

We believe the advertising revenue impact associated with COVID-19 will persist so long as the current government imposed business and social distancing restrictions remain in place and that trends will begin to improve with the easing of these closures and restrictions. However, it is difficult to predict for how long such conditions may persist and the extent of their impact on advertising revenues.

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A positive development which began in April was an increase in print and digital advertising related to COVID-19 public service announcement spending by government agencies and some other advertisers. This has helped to partially mitigate the impact of broad declines in advertising revenues but again, it is difficult to predict how long we may continue to benefit from these additional advertising campaigns.

Subscriber revenues declined modestly in the first quarter, with the benefit of growing digital-only subscription revenues being offset by modest declines in print subscription revenue. Print subscription revenue has not, thus far, been significantly impacted by the COVID-19 pandemic while digital-only subscription growth accelerated near the end of the quarter and has continued into April. In the balance of 2020, we anticipate that modest declines in print subscription will continue and that these will be partially offset by growing digital-only subscription revenue resulting in modest declines in overall subscription revenue.

We expect the cost base in 2020 to benefit from $34.1 million of full year savings related to restructuring initiatives undertaken through the end of the first quarter of 2020 ($8.0 million in the Community Brands segment and $26.1 million in the Daily Brands segment), with $10.3 million of this benefit realized in the first quarter of 2020. We also expect to benefit from $6.0 million of refundable tax credits for qualifying journalism organizations in 2020 ($1.6 million in the Community Brands segment and $4.4 million in the Daily Brands segment), with $1.5 million recognized in the first quarter.

In addition, in April we have taken a number of actions on costs in order to mitigate the impact of the COVID-19 pandemic on our business. These include a permanent restructuring of approximately 85 positions in early April, which is expected to result in annualized savings of approximately $7.0 million (with an expected restructuring expense in the range of $5 million) as well as adjusting staffing levels in our distribution centres and printing plants, where necessary. We have also frozen discretionary spending which we anticipate will be approximately $5 million lower in 2020 than we previously expected. In addition, based on our revenue declines in March, we expect to receive approximately $12 million for the first 8 weeks of the wage subsidy under CEWS. We also anticipate we will qualify for the remaining 4 weeks of the wage subsidy, with an additional estimated benefit of approximately $6 million.

From a cash flow perspective, we have reduced our planned capital spending for 2020 by approximately $7.5 million, down to approximately $6 million for the full year. In addition, at March 31, 2020 we had net receivables related to digital media tax credits totaling $22.9 million, approximately $15 million of which we anticipate receiving in the latter part of 2020, however the amount and timing of any cash realized is dependent upon the final review and approval by the Canada Revenue Agency. We are also working closely with our vendors and landlords in an effort to obtain some relief from both prevailing cost arrangements as well as extending existing payment terms as we work to make similar accommodations for some of our advertising clients.

We are monitoring our financial outlook closely and are developing plans to implement additional labour and other cost reductions depending on the length and severity of potential revenue declines associated with the COVID-19 pandemic.

At VerticalScope, we also expect revenues will be negatively affected by the impact of the COVID-19 pandemic on advertising markets but it is difficult to predict for how long and by how much revenues will be affected. VerticalScope has converted approximately 540 sites to the new technology platform as at the end of the first quarter representing approximately 45% of total traffic. VerticalScope expects to convert the vast majority of the remaining sites by the end of the year and we are encouraged by the traffic and user engagement improvements experienced on sites converted to- date. In response to the continued impact of the COVID-19 pandemic into the second quarter, management has undertaken a series of cost reduction initiatives which include layoffs and application for CEWS. We believe VerticalScope will qualify for at least the first two periods (8 weeks) of support. While EBITDA margins and cash flow from operations are expected to be negatively impacted by the current conditions, VerticalScope benefits from starting from a strong position prior to the disruption caused by the pandemic.

5. Liquidity and Capital Resources A discussion of our cash flow, liquidity and other disclosures

We use cash and cash equivalents on hand and any cash generated by our operations to fund working capital requirements, capital expenditures, distributions to shareholders, and acquisitions. Based on our current and anticipated level of operations, it is expected that our future cash flows from operating activities including working capital, combined with existing cash and cash equivalents, will be adequate to cover forecasted cash requirements through the end of 2020, although this could be affected by a worsening or extension of the impact of the COVID-19 pandemic. In the future we may need to take additional

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 13 TORSTAR - Management's Discussion and Analysis measures to increase our liquidity and capital resources. Such additional measures may include the sale of investments or assets or obtaining additional debt or equity financing.

In the first quarter of 2020 we generated $6.0 million of cash in operating activities, generated $22.5 million of cash from investing activities and used $1.2 million of cash in financing activities. Total cash and cash equivalents was $69.5 million at March 31, 2020.

At March 31, 2020, we had $9.1 million of restricted cash held as collateral for outstanding standby letters of credit ($8.4 million of which is in respect of a standby letter of credit supporting an unfunded executive retirement plan liability).

Operating Activities During the first quarter of 2020, we generated $6.0 million of cash in operating activities, including a $9.0 million decrease in non-cash working capital. The decrease in non-cash working capital in the first quarter of 2020 included the receipt of $20.2 million, net of professional fees, for digital media tax credits partially offset by an additional $13.3 million net receivable related to digital media and journalism tax credits recorded in the first quarter of 2020. In the first quarter of 2019, we used $9.9 million of cash from operating activities, including funding of $1.0 million of contributions to employee benefit plans partially offset by an increase of $13.0 million in non-cash working capital that was largely related to an increase in the digital media tax credit receivable.

Investing Activities During the first quarter of 2020, we generated $22.5 million of cash in investing activities, which included the receipt of $24.7 million of cash proceeds from the sale of the Hamilton property offset by additions to property, plant and equipment and intangible assets. In the first quarter of 2019, we used $3.7 million of cash in investing activities primarily for additions to property, plant and equipment and intangible assets

Financing Activities During the first quarter of 2020, we used $1.2 million of cash for financing activities primarily for lease payments. During the first quarter of 2019, we used $3.1 million of cash for financing activities,$1.2 million of which was used for lease payments and $2.0 million of which was used for the payment of dividends.

Dividends were 2.5 cents per share in the first quarter of 2019. Dividends were suspended in the fourth quarter of 2019. The Board intends to review its dividend policy again in the fourth quarter of 2020.

Outstanding Share and Share Option Information As at March 31, 2020, Torstar had 9,803,535 Class A voting shares and 71,532,865 Class B non-voting shares outstanding. More information on Torstar’s share capital is provided in Note 16 of the Condensed Consolidated Financial Statements.

As at March 31, 2020, Torstar had 7,814,284 options to purchase Class B non-voting shares outstanding to executives. More information on Torstar’s share option plan is provided in Note 17 of the Condensed Consolidated Financial Statements.

6. Critical Accounting Policies and Estimates A description of accounting estimates and judgements that are critical to determining our financial results, and changes to accounting policies

Accounting Policies

The accounting policies adopted in preparation of the condensed consolidated financial statements are consistent with those followed in the preparation of the annual consolidated financial statements for the year ended December 31, 2019. We have not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

Use of estimates and judgements

COVID-19

The recent outbreak of COVID-19 has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans, the closure of non-essential businesses, self-imposed quarantine periods and social distancing, have caused material disruption to businesses globally resulting in an economic slowdown. Global equity markets have experienced significant volatility and weakness. Governments and central banks have reacted with significant monetary and fiscal interventions designed to stabilize

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 14 TORSTAR - Management's Discussion and Analysis economic conditions. The extent to which COVID-19 and any other pandemic or public health crisis impacts our business, affairs, operations, financial condition, liquidity, availability of credit and results of operations will depend on future developments that are highly uncertain and cannot be predicted with any meaningful precision, including new information which may emerge concerning the severity of COVID-19 and the actions required to contain COVID-19 or remedy its impact, among others. The duration and impact of the COVID-19 outbreak is unknown at this time, as is the efficacy of the government and central bank interventions. It is not possible to reliably estimate the length and severity of these developments and the impact on our financial condition, cash flows or results of our operations in future periods.

We test for impairment if there are indicators that impairment may have arisen. In calculating the recoverable amount for impairment testing, management is required to make several assumptions, including, but not limited to, expected future revenues, expected future cash flows and forward multiples. The outbreak of COVID-19 presents significant measurement uncertainties associated with the assumptions about our future operating results used in calculating the recoverable amount for impairment testing as at March 31, 2020.

7. Recent Accounting Pronouncements A discussion of recent IFRS developments that will affect our business The International Accounting Standards Board (“IASB”) continues to issue new and revised IFRS. A listing of the changes in IFRS is included in Note 2(t) in Torstar’s December 31, 2019 Consolidated Financial Statements.

8. Controls and Procedures A discussion of our disclosure controls and internal controls over financial reporting

There have been no changes in our internal controls over financial reporting that occurred during the interim period ended March 31, 2020, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. Management, under the supervision of, and with the participation of the CEO and CFO, assessed the effectiveness of internal controls over financial reporting, using the 2013 Committee of Sponsoring Organizations of the Treadway Commission (COSO) framework, and based on that assessment concluded that internal controls over financial reporting were effective as at March 31, 2020.

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9. Summary of Quarterly Results A summary view of our quarterly financial performance

The following table presents selected financial information for each of the eight most recently completed quarters:

Quarter Ended (in $000’s - except per share Mar 31, Dec 31, Sep 30, Jun 30, Mar 31, Dec 31, Sep 30, Jun 30, amounts) 2020 2019 2019 2019 2019 2018 2018 2018 Operating revenue $92,517 $124,043 $111,758 $127,192 $115,982 $144,860 $126,388 $143,171 Net Income (loss) from continuing operations ($23,507) $14,344 ($41,010) ($17,508) ($7,746) ($3,257) ($18,777) $4,849

Per Class A voting and Class B non-voting share Basic and Diluted ($0.29) $0.17 ($0.50) ($0.22) ($0.09) ($0.04) ($0.23) $0.06

Net Income (loss) attributable to equity shareholders ($23,506) $14,132 ($40,933) ($17,441) ($7,427) ($3,117) ($18,753) $4,848

Per Class A voting and Class B non-voting share Basic and Diluted ($0.29) $0.17 ($0.50) ($0.22) ($0.09) ($0.04) ($0.23) $0.06

The summary of quarterly results illustrates the cyclical nature of operating revenue in Daily Brands and Community Brands. Generally, the first and third quarters are the softest while the second and fourth quarters are the strongest driven by seasonality in advertising revenues. Net income (loss) from continuing operations has also been affected by restructuring and other charges, losses on impairment of assets as well as the benefit of digital media and journalism tax credits. Net income (loss) from continuing operations included $10.4 million of these tax credits in the first quarter of 2020, $18.0 million, $6.5 million, and $3.0 million of these tax credits in the first, second and third quarters of 2019, respectively, as well as $15.8 million and $7.8 million in the second and fourth quarters of 2018, respectively. In addition, losses on impairment of assets of $1.6 million, $19.9 million and $8.2 million were recorded in the second, third and fourth quarters of 2019, respectively.

10. Reconciliation and Definition of Non-IFRS Measures A description and reconciliation of certain non-IFRS and additional IFRS measures used by management In addition to operating profit (loss), an additional IFRS measure, as presented as a subtotal in the consolidated statement of income (loss), management uses the following non-IFRS measures: Adjusted EBITDA and adjusted earnings (loss) per share as measures to assess the consolidated performance and the performance of the reporting units and business segments.

Adjusted EBITDA Adjusted EBITDA is used by management as an important proxy for the amount of cash generated by our ongoing operations (or by a reporting unit or business segment). Adjusted EBITDA is not the actual cash provided by operating activities and is not a recognized measure of financial performance under IFRS. We calculate Adjusted EBITDA as operating revenue, less salaries and benefits and other operating costs, as presented on the consolidated statement of income (loss), and exclude share-based compensation, restructuring and other charges and impairment of assets. Share based compensation is eliminated as it is a non-cash expense that fluctuates significantly from period to period, as a result of industry compensation practices. Restructuring and other charges and impairment of assets are eliminated as these activities are not related to ongoing operations as of the end of the period. The exclusion of impairment of assets also eliminates the non-cash impact. Adjusted EBITDA is also used by investors and analysts for valuation purposes. The intent of Adjusted EBITDA is to provide additional useful information to investors, analysts and readers of our financial statements. The measure does not have any standardized meaning under IFRS and accordingly may not be comparable to measures used by other companies (including calculating EBITDA on an adjusted basis to exclude restructuring and other charges, impairment of assets and share based compensation).

The following is a reconciliation of Adjusted EBITDA with operating profit (loss), an additional IFRS measure which appears as a subtotal in our Consolidated Statement of Income (Loss):

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Per Consolidated Statement of Income (Loss)

Three months ended Three months ended March 31, 2020 March 31, 2019 Operating profit (loss) ($30,544) ($3,639) Add: Restructuring and other charges 3,701 3,334 Add: Impairment of assets 25,495 Add: Share based compensation (97) 415 Add: Amortization and depreciation 4,077 6,973 Adjusted EBITDA 2,632 7,083

Adjusted earnings (loss) per share Adjusted earnings (loss) per share is used by management to represent the per share earnings of results of our ongoing operations (or by a reporting unit or business segment) and is not a recognized measure of financial performance under IFRS. We believe this metric is also useful for investors for this purpose. We calculate adjusted earnings (loss) per share as earnings (loss) per share from continuing operations less the per share effect of restructuring and other charges and impairment of assets, as well as the per share effect of non-cash foreign exchange, other income (expense) and change in deferred taxes. Restructuring and other charges and impairment of assets are eliminated as these activities are not related to ongoing operations as of the end of the period. Non-cash foreign exchange, other income (expense) and changes in deferred taxes are eliminated as these are not related to routine operating activities. The intent of presenting adjusted earnings (loss) per share is to provide additional useful information to investors, analysts and readers of our financial statements. Our method of calculating adjusted earnings (loss) per share may differ from other companies and accordingly may not be comparable to measures used by other companies. The measure does not have any standardized meaning under IFRS, is not a recognized measure of financial performance under IFRS, and accordingly may not be comparable to measures used by other companies. The following is a reconciliation of adjusted earnings (loss) per share to earnings (loss) per share.

Three months ended March 31 2020 2019 Adjusted loss per share ($0.13) ($0.06) • Restructuring and other charges (0.05) (0.04) • Impairment of assets (0.32) • Non-cash foreign exchange (0.03) 0.01 • Other income (expense) 0.23 • Other 0.01 Income (loss) per share from continuing operations attributable to equity shareholders ($0.29) ($0.09)

Operating profit (loss) Operating profit (loss) is an additional IFRS measure and appears as a subtotal in our Consolidated Statement of Income (Loss). Management uses operating profit (loss) to measure the results of operations inclusive of impairments and restructuring and other charges. We believe that operating profit (loss) provides additional useful information to investors, analysts and readers of our financial statements. The measure does not have any standardized meaning under IFRS and accordingly may not be comparable to measures used by other companies. Our method of calculating operating profit (loss) may differ from other companies and accordingly may not be comparable to measures used by other companies.

11. Risks and Uncertainties Risks and uncertainties facing our business

We are subject to a number of risks and uncertainties, which are set forth in our Annual MD&A and Annual Information Form dated March 20, 2020 which are incorporated herein by reference, and a copy of which is available on our website at www.torstar.com and on SEDAR at www.sedar.com. A risk is the possibility that an event might happen in the future that could have a negative effect on our financial condition, financial performance or business. The actual effect of any event on our business could be materially different from what is anticipated. The description of risks in the Annual MD&A and Annual Information Form does not include all possible risks.

TORSTAR CORPORATION 2020 FIRST QUARTER REPORT 17 TORSTAR - Management's Discussion and Analysis

In early 2020, the outbreak of COVID-19 occurred. While the extent of the impact of the COVID-19 outbreak on our business is unknown at this time and difficult to predict given the ongoing and dynamic nature of the circumstances, the outbreak (including the measures taken by the governments of countries affected including within Canada) has negatively impacted the spending habits of advertisers and may continue to do so, and could, among other things, adversely affect the spending habits of consumers, disrupt our supply chain, impede the creation, printing or delivery of our products and services, any of which may have a material adverse effect on our business, financial condition, cash flows or results of operations. See “Risk Factors - Force Majeure Events”.

Force Majeure Events

We are exposed to various risks arising out of extraordinary or force majeure events beyond our control, such as epidemics or pandemics (including COVID-19), natural disasters, extreme weather events, acts of war, terrorism, cyberattacks, strikes, protests or social or political unrest generally.

In particular, reliance on global networks and supply chains, rates of international travel and the significant number of people living in high-density urban environments increase humanity’s susceptibility to infectious disease. Epidemics and pandemics can negatively impact business operations in a number of ways, including by affecting our or our third party service providers’ operations, disrupting the supply chain or causing high absenteeism across the workforce. Similarly, disasters arising from extraordinary or force majeure events may result in disruptions resulting from the evacuation of personnel, cancellation of contracts, or the loss of workforce or assets. In addition, a disaster may disrupt public and private infrastructure, including communications and financial services, which could disrupt our normal business operations. Any of the foregoing events or other unforeseen consequences of such events could disrupt our operations and financial performance, or lead to the realization of or exacerbate the impact of other risk factors, and materially adversely affect Torstar’s business, results of operations, financial condition and/or cash flows.

The recent outbreak of COVID-19, which the World Health Organization has declared a global pandemic, has spread to many countries, including Canada, and is impacting, and may continue to impact, worldwide economic activity and global financial markets, which may result in an economic downturn. A public health epidemic such as COVID-19 poses the risk that Torstar or its employees, contractors, suppliers, consumers, clients, and other business partners may reduce or be prevented from conducting regular activities for an indefinite period of time, including due to facility closures, travel and transportation restrictions, or quarantines that may be requested or mandated by governmental authorities. While the extent of the impact on our business from the recent outbreak of COVID-19 is unknown at this time and difficult to predict given the ongoing and dynamic nature of the circumstances, the outbreak (including the measures taken by the governments of countries affected including within Canada) has negatively impacted the spending habits of advertisers and may continue to do so, and could, among other things, adversely affect the spending habits of consumers, disrupt our supply chain, impede the creation, printing or delivery of our products and services, threaten our employees’ health and productivity, and adversely affect interest rates, credit ratings, credit risk and inflation, any of which may have a material adverse effect on our business, financial condition, cash flows or results of operations.

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