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
<PAGE> 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
<PAGE> 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
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. . .
<PAGE> 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.
###
