Company Repurchased 3.4 Million Shares since
Board Increases Share Repurchase Program's Total Authorization to
acquisition of Dotomi, the leading provider of data-driven, intelligent
display media for major retailers. The Company also announced an update
on its share repurchase program, including the repurchase of 3.4 million
shares since
authorization to
"We are thrilled to formally welcome Dotomi to
expertise and scale complement our strengths in performance-based
display and affiliate marketing," said
officer of
activity and our board's increased share repurchase authorization, we
remain confident in our ability to gain market share as our Media
division expands further into branding, mobile and video and capitalizes
on cross-selling opportunities with our affiliate marketing advertisers.
We are committed to offsetting the shares issued in the Dotomi
transaction with continued share repurchase activity."
Dotomi Acquisition Closed
Dotomi for upfront consideration consisting of: (a) 7.1 million shares
of
vested stock options; and (c) $148 million in cash (net of cash
acquired). In addition,
unvested restricted stock which will vest over a one year period and 0.5
million unvested stock options which will vest over a period ranging
from one to three years.
A portion of the acquisition was funded by the Company's Amended and
Restated Credit Agreement, as described in the Company's Form 8-K filed
with the
agreement provides the Company with
credit with a five year term, including a senior secured revolving
credit facility of
Giuliani has joined ValueClick's board of directors.
Dotomi's results of operations will be included in ValueClick's
consolidated and Media segment results beginning on
the one month period ended
that Dotomi will contribute approximately
acquisition is expected to add approximately
expense and approximately
to ValueClick's third quarter results. Dotomi was not included in the
Company's third quarter 2011 guidance provided on
Share Repurchase Program Update
Today,
program. Since
of its common stock for a total cost of
represent over 44 percent of the shares issued upon closing of the
Dotomi acquisition. Year to date,
shares of its common stock for a total cost of
Additionally, the Company announced that its board of directors has
increased the share repurchase program authorization by
bringing the current share repurchase program authorization to
million. The Company intends to continue to use its share repurchase
program to offset the shares issued in the Dotomi acquisition.
About
marketing companies. Through a unique combination of data, technology
and services,
acquisition at scale for the world's largest advertisers, and maximizes
advertising revenue for tens of thousands of online and mobile
publishers.
Media, Dotomi, Greystripe, Mediaplex, Smarter.com, CouponMountain.com,
Investopedia.com, and
Village, California, and has offices in major advertising markets
worldwide. For more information, please visit www.valueclick.com.
This release contains forward-looking statements that involve risks
and uncertainties, including, but not limited to, the risk that market
demand for on-line advertising in general, and performance based on-line
advertising in particular, will not grow as rapidly as predicted, the
risk that legislation and governmental regulation could negatively
impact the Company's performance, the effects of the Dotomi acquisition
on ValueClick's financial results, and the potential inability to
successfully operate or integrate Dotomi's business, including the
potential inability to retain customers, key employees or vendors.
Actual results may differ materially from the results predicted, and
reported results should not be considered an indication of future
performance. Important factors that could cause actual results to differ
materially from those expressed or implied in the forward-looking
statements are detailed under "Risk Factors" and elsewhere in filings
with the
10-K filed on
and other current reports on Form 8-K.
The Business Outlook contained in this release is based on current
expectations. These statements are forward-looking, and actual results
may differ materially. These statements do not include the potential
impact of any mergers, acquisitions or other business combinations that
may be completed after the date of this release. Actual stock-based
compensation may differ from these estimates based on the timing and
amount of stock awards granted, the assumptions used in stock award
valuation and other factors. Actual income tax expense may differ from
these estimates based on tax planning, changes in tax accounting rules
and laws, and other factors.
to any forward-looking statements to reflect events or circumstances
after the date hereof or to reflect the occurrence of unanticipated
events.
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