Harland Clarke Holdings, the company that probably provided you with your checkbook and various business forms, announced on Wednesday that it would buy Valassis Communications, a publicly traded integrated marketing company, for $1.84 billion in cash.
Valassis, based in Livonia, Mich., provides direct-marketing products, including coupon dispensers in grocery aisles, newspaper inserts, social media promotions and online display advertising. Among its brands include RedPlum coupons. Valassis also partners with the National Center for Missing and Exploited Children to distribute pictures as part of the “Have You Seen Me?†campaign.
Harland Clarke, a subsidiary of Ronald O. Perelman’s MacAndrews & Forbes Holdings, said the deal would create a company with about $3.3 billion in combined revenue. Harland Clarke will pay about $34.04 a share in cash for Valassis, about 20 percent above that company’s closing price on Tuesday.
“The transaction provides Valassis stockholders with a significant and immediate cash premium for their shares,†Alan F. Schultz, the nonexecutive chairman of Valassis, said in a statement.
Harland Clarke said it would finance the acquisition with cash on hand and borrowing. It said it had received committed financing from Credit Suisse, Bank of America Merrill Lynch and Citigroup to complete the transaction.
Harland Clarke’s advisers include Bank of America Merrill Lynch and the Raine Group on the financial side, and Wachtell, Lipton, Rosen & Katz as legal adviser. Cleary Gottlieb Steen & Hamilton is serving as legal adviser to Harland Clarke for the financing. Valassis’s advisers include JPMorgan Chase, Kirkland & Ellis and McDermott Will & Emery.
