-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Ql6BqoWvy7CrsSyhiILrGo1D8Did4/HehByqGqv9GlQywdibF1+fWf4DIY3hRUTQ Z9SY9xrLci+l5HZepPy6Vg== 0000883293-98-000016.txt : 19980610 0000883293-98-000016.hdr.sgml : 19980610 ACCESSION NUMBER: 0000883293-98-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980604 ITEM INFORMATION: FILED AS OF DATE: 19980609 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALASSIS COMMUNICATIONS INC CENTRAL INDEX KEY: 0000883293 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 382760940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10991 FILM NUMBER: 98644291 BUSINESS ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 BUSINESS PHONE: 3135913000 MAIL ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 8-K 1 FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 - ----------------------------------------------------------------------------- FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 1998 VALASSIS COMMUNICATIONS, INC. ------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-10991 38-2760940 - ----------------- --------------- -------------- (State or other (Commission File Number) (IRS Employer of incorporation) Identification No) 19975 Victor Parkway, Livonia, Michigan 48152 ----------------------------------------- ------- (Address of principal executive office) Registrant's telephone number, including area code: 734-591-3000 2 Item 5. OTHER EVENTS On June 4, 1998, the Board of Directors of Valassis Communications, Inc., announced that Alan F. Schultz has been named President and CEO, succeeding David A. Brandon, effective immediately. A copy of the Company's press release is filed as an Exhibit to this Form 8-K. Item 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit 99.1 Press Release of Valassis Communications, Inc. dated June 4, 1998. 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VALASSIS COMMUNICATIONS, INC. By: /s/Robert L. Recchia ------------------------------ Robert L. Recchia Vice President and Chief Financial Officer Dated: June 8, 1998 3 EX-99 2 EXHIBIT 99.1 EXHIBIT 99.1 VALASSIS COMMUNICATIONS, INC. Contact: Lynn Liddle (313) 591-7374 Fax: (313) 591-4503 VP, Corporate Communications and Investor Relations FOR IMMEDIATE RELEASE VALASSIS BOARD NAMES PLANNED SUCCESSOR ALAN F. SCHULTZ AS CEO, TO SUCCEED DAVID BRANDON Livonia, Mich., June 4, 1998: Valassis Communications, Inc. (NYSE:VCI) today announced that Alan F. Schultz, the Company's planned successor to David A. Brandon, has been named President and CEO. Effective immediately, Schultz will assume full leadership responsibility for the Company, and Brandon will continue as Chairman of the Board through the end of the year. Schultz, who is the current Chief Operating Officer, and member of the Company's Board of Directors, has been with Valassis for over 13 years, holding various positions in sales, marketing, finance and operations. His assumption of the position of CEO was designed to ensure continuity of the Company's proven and effective management team. Chairman of the Board, David Brandon, commented that he believes the current management team to be well-prepared to lead the company, which prompted his decision to speed up the process of stepping down as CEO. "Al and the Valassis leadership team are well up to the challenge of leading our company into the next millennium. I continue to believe that our best years lie ahead, making this the perfect time for me to step back and pursue some important personal goals and seek new challenges," said David Brandon, Chairman of the Board. "This change will be positive and energizing, and in keeping with the way we do business at our very special company. Change is good; we embrace it, and we have proven that we prosper in this environment. Valassis will be even stronger tomorrow as a result." he added. More. . . 5 Valassis Communications, Inc. Add 1 Schultz commented, "During my career at Valassis, I have had the privilege of working with an exceptional group of individuals, and our team has only improved with time and experience. I am very motivated to lead this company to its next level of success, as we more aggressively pursue growth opportunities for Valassis and its shareholders." Schultz, who is 39 years old, has held various positions in sales and general operations at Valassis. Prior to being named Chief Operating Officer in 1995, Schultz was the Company's Executive Vice President of Sales and Marketing. He is a graduate of the University of Michigan, and former C.P.A. with Deloitte & Touche. He has been responsible for developing and leading many of the Company's recent successful ventures, including the launch of its Sampling Division, C&D rural county inserts program, targeting services, and recent industry initiatives which have aided in growing the Company's core free- standing insert business. Valassis management noted that it expects to take a charge of approximately $6 million in its upcoming second quarter, ending June 30,1998, relating to Mr. Brandon's employment contract. Valassis Communications, Inc. is the leading company in the sales promotion industry, offering the broadest array of consumer promotion techniques, including: Valassis Inserts, free-standing inserts distributed to nearly 58 million households each week through Sunday newspapers; C&D County inserts, distributed to over 5 million households in rural communities; Valassis Impact Promotions (VIP), specialty and solo promotions; ROP Solutions, run-of-press advertising directly on the pages of newspapers; and Valassis Sampling, newspaper sampling programs. VCI has eight sales offices and four printing/ production facilities in the U.S., and a Canadian subsidiary, Valassis of Canada. VCI had revenue of $675.5 million in 1997. ### -----END PRIVACY-ENHANCED MESSAGE-----