February 4, 2014 Last Updated 10:30 am

Harland Clarke Holdings Corp. completes acquisition of Valassis Communications, Inc.

Press Release:

SAN ANTONIO, Texas – February 4, 2014 — Harland Clarke Holdings Corp. today announced the completion of its acquisition of Valassis Communications, Inc.. After the previously announced completion of the tender offer for all of the outstanding shares of Valassis, Harland Clarke Holdings Corp. caused a second-step merger to be completed under Delaware law, completing the acquisition of Valassis.

As a result of the merger, all Valassis shares (excluding those for which holders properly demanded appraisal under Delaware law) were converted into the right to receive $34.04 per share in cash, without interest and less any applicable withholding taxes, which is the same price that was paid in the tender offer. Valassis shares will no longer be listed on the New York Stock Exchange or any other securities exchange.

About Harland Clarke Holdings Corp.

Harland Clarke Holdings Corp. delivers to multiple industries a robust portfolio of products and services designed to optimize customer relationships and generate revenue. Its business units have long been recognized as leading providers of best-in-class payment solutions, marketing services, data capture, and analytics – delivered through multiple channels, including online, digital print technology, mobile, and phone. Harland Clarke Holdings’ portfolio offers retail products, high-value transactional print and electronic documentation, security solutions, and business intelligence. Its skills in capturing, managing, analyzing, and delivering data measurement and assessment information, through both print and digital channels, support decision-making and improved outcomes for organizations worldwide. Harland Clarke Holdings serves the financial, insurance and investment services industries, as well as education, big-box retailing, accounting software, commercial, government, and franchising. Its clients, including more than 8,500 financial institutions, range in size from major corporate brands and trade associations, to state and local governments, small businesses and individual consumers. Harland Clarke Holdings Corp. is a wholly owned subsidiary of MacAndrews & Forbes Holdings Inc.

About MacAndrews & Forbes Holdings Inc.

MacAndrews & Forbes is a private diversified holding company with interests in consumer products, transactional and marketing services, defense, education, entertainment, gaming, biotechnology and other industries.

About Valassis

Valassis is a leader in intelligent media delivery, providing over 15,000 advertisers proven and innovative media solutions to influence consumers wherever they plan, shop, buy and share. By integrating online and offline data combined with powerful insights, Valassis precisely targets its clients’ most valuable shoppers, offering unparalleled reach and scale. Valassis subsidiaries include Brand.net, a Valassis Digital Company, and NCH Marketing Services, Inc. RedPlum® is its consumer brand. Its signature Have You Seen Me?® program delivers hope to missing children and their families. For insights on intelligent media delivery, visit www.valassis.com and follow Valassis on Twitter at @ValassisVCI.

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