Harland Clarke Holdings Corp., a provider of payment and marketing services, moved to acquire Valassis, which also provides a variety of channel marketing, for approximately US$1.84 billion.
Under the terms of the agreement, Harland Clarke Holdings, a wholly owned subsidiary of MacAndrews & Forbes Holdings Inc., will acquire all of the outstanding shares of Valassis for $34.04 per share in cash, representing a transaction value of approximately $1.84 billion. The transaction has been unanimously approved by both the Valassis and Harland Clarke Holdings Boards of Directors and remains subject to normal approvals.
The combination of Harland Clarke Holdings and Valassis will create a company with approximately US$3.3 billion in combined revenues, generated from some of the largest financial, consumer products and retail institutions worldwide. MacAndrews & Forbes, a holding company with interests in public and private companies, is wholly owned by Chairman and CEO, Ronald Perelman.
“The acquisition of Valassis is transformational for Harland Clarke Holdings, enabling us to further diversify our portfolio and expand our client base of more than 15,000 client accounts,” stated Chuck Dawson, CEO of Harland Clarke. “We respect Valassis’ proven ability to effectively and intelligently deliver media campaigns for our country’s largest advertisers and marketers. This is a strong complement to Harland Clarke Holdings’ capabilities in managing customer relationships for the world’s largest financial institutions, the most respected big-box retailers, as well as educational and governmental organizations worldwide.”
Harland Clarke Holdings will finance the acquisition with cash on hand and new borrowings and has received committed financing from Credit Suisse, BofA Merrill Lynch and Citigroup Global Markets Inc. to complete the transaction.
“Under Harland Clarke Holdings, we expect to create a company that is stronger than our individual businesses,” stated Rob Mason, President and CEO of Valassis, “which will allow us to pursue our vision of intelligent media delivery while continuing to strengthen our company’s award-winning culture.”