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Advo Sues Valassis To Enforce Merger Agreement

Monday, September 11, 2006

Press release from the issuing company

WINDSOR, CT September 8, 2006 -- ADVO, Inc. today announced that it has filed an answer and counterclaims in response to the complaint filed last week by Valassis Communications, Inc. in the Court of Chancery for New Castle County, Delaware. ADVO's counterclaims seek, among other things: - A court declaration that Valassis has no right to rescind or terminate or otherwise evade its obligations under the July 5, 2006, binding definitive merger agreement; - A decree of specific performance requiring Valassis to consummate its acquisition of ADVO at $37 per share; and - An order requiring Valassis to pay interest from September 15, 2006, on the $37 per share merger consideration due to ADVO stockholders. Assuming ADVO stockholder approval of the merger agreement at the special stockholders meeting on September 13, 2006, all of the conditions to closing the merger will be satisfied as of that date, and the terms of the merger agreement require Valassis to consummate the merger within two business days thereafter, or by September 15, 2006. ADVO expects that the answer and counterclaims, in a somewhat redacted format to protect non-public, competitively sensitive information regarding ADVO's business, will be available shortly and will be posted to ADVO's website.




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