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Moore Wallace Buys Payment Processing Solutions for $92 Million

Monday, December 01, 2003

Press release from the issuing company

MISSISSAUGA, Ontario & NEW YORK--Nov. 26, 2003-- Moore Wallace Incorporated announced today it has entered into a definitive agreement to acquire Payment Processing Solutions, Inc., ("PPS") for approximately US$92.5 million in cash and common shares. The purchase price includes the repayment of outstanding PPS debt. Based in Nashville, Tennessee and founded in 1961, PPS is a leading processor of printed customer statements, principally serving the mortgage lender industry. "PPS is a valuable addition to our portfolio of integrated print solutions," said Mark A. Angelson, Chief Executive Officer of Moore Wallace. "The transaction advances our previously announced strategy of making relatively small acquisitions that expand both our product offering and client base in our higher growth, higher margin outsourcing business. I'm very pleased that senior members of the experienced PPS management team have agreed to join us." Moore Wallace intends to finance the cash portion of the acquisition from its existing revolving credit facility. The transaction, which is not subject to any financing approval, is expected to close around year end 2003 following regulatory and other customary approvals. PPS will become a wholly owned, indirectly held subsidiary of Moore Wallace. The majority shareholder of PPS is Greenwich Street Capital Partners II, L.P. and its affiliates (GSC Partners). Alfred C. Eckert III, Chairman of the Moore Wallace Board of Directors, is also affiliated with GSC Partners. Accordingly, Mr. Eckert recused himself from all proceedings of the Moore Wallace Board in connection with the transaction. The Moore Wallace Board formed a special committee of independent directors, who retained independent legal and financial advisors to evaluate the transaction.




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