Quad/Graphics Receives Court Approval to Acquire Vertis
SUSSEX, Wis. & BALTIMORE, Md. -- December 06, 2012
Quad/Graphics, Inc. (NYSE: QUAD) (“Quad/Graphics”) and Vertis Holdings, Inc.
(“Vertis”) jointly announced today that the U.S. Bankruptcy Court has approved
the companies’ proposed sale agreement, clearing the way for the sale to
close. The companies are in the final stages of integration planning and
expect to close the transaction in January.
Quad/Graphics and Vertis first announced on October 10, 2012, the execution of
an agreement through which Quad/Graphics will acquire substantially all of the
assets comprising Vertis’ businesses. Vertis simultaneously filed voluntary
petitions for Chapter 11 relief to complete the sale as efficiently as
possible while maintaining continuity for its clients and employees.
Vertis and Quad/Graphics will continue to operate separately and independently
until the sale closes.
Notes Regarding Forward-Looking Statements
To the extent any statements made in this press release contain information
that is not historical, these statements are forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These
forward-looking statements relate to, among other things, objectives, goals,
strategies, beliefs, intentions, plans, estimates, prospects, projections and
outlook, and can generally be identified by the use of words such as “may,”
“will,” “expect,” “intend,” “estimate,” “anticipate,” “plan,” “foresee,”
“believe,” or “continue,” or the negatives of these terms, variations on them
and other similar expressions. In addition, any statements that refer to
expectations, projections or other characterizations of future events or
circumstances are forward-looking statements.
These forward-looking statements are not guarantees of future performance and
are subject to risks, uncertainties and other factors, some of which are
beyond the control of Quad/Graphics or Vertis. These risks, uncertainties and
other factors could cause actual results to differ materially from those
expressed or implied by those forward-looking statements. Many of these risks,
uncertainties and other factors are in discussed in Item 1A of Quad/Graphics’
most recent Form 10-K.
Because forward-looking statements are subject to assumptions and
uncertainties, actual results may differ materially from those expressed or
implied by such forward-looking statements. You are cautioned not to place
undue reliance on such statements, which speak only as of the date of this
press release. Except to the extent required by the federal securities laws,
neither Quad/Graphics nor Vertis undertake any obligation to publicly update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
Quad/Graphics (NYSE: QUAD) is a global provider of print and related
multichannel solutions for consumer magazines, special interest publications,
catalogs, retail inserts/circulars, direct mail, books, directories, and
commercial and specialty products, including in-store signage. Headquartered
in Sussex, Wis. (just west of Milwaukee), the Company has approximately 22,000
full-time equivalent employees working from more than 50 print-production
facilities as well as other support locations throughout North America, Latin
America and Europe. As a printing industry innovator, Quad/Graphics
(www.QG.com) is redefining the power of print in today’s multimedia world by
helping its clients use print as the foundation of multichannel communications
strategies to drive their top-line revenues.
Vertis is a results-driven marketing communications company that delivers
inventive advertising, direct marketing and interactive solutions to prominent
brands across North America. Our deep industry knowledge and extensive range
of offerings—including integrated data solutions, digital program management
systems, creative services, world-class print and mail production, logistics,
out-of-home and business process outsourcing—are used to deliver superior
program performance that drives bottom line results for our clients.
Quad/Graphics Media Contact:
Claire Ho, Quad/Graphics
Quad/Graphics Investor Relations Contact:
Kelly Vanderboom, Quad/Graphics
Vertis Media Contact:
Shannon Stucky, FTI Consulting
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