-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, TRg+wPUM67V1QRF1fnKtD0IB+o9XaS01Bt392EW7rVY3D+kixAMe5ykKkuJq/WEc 9AMXMaj4SaQ3FJZ8v0rphQ== 0000950131-02-003232.txt : 20020814 0000950131-02-003232.hdr.sgml : 20020814 20020814144443 ACCESSION NUMBER: 0000950131-02-003232 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020814 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALASSIS COMMUNICATIONS INC CENTRAL INDEX KEY: 0000883293 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 382760940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10991 FILM NUMBER: 02734973 BUSINESS ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 BUSINESS PHONE: 3135913000 MAIL ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 8-K 1 d8k.txt FORM 8-K 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): August 14, 2002 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 Item 9. REGULATION FD DISCLOSURE On August 14, 2002, Valassis Communications, Inc. (the "Company") filed its Quarterly Report on Form 10-Q for the quarter ended June 30, 2002 with the Securities and Exchange Commission. Accompanying the Quarterly Report as correspondence were the transmittal letter and certifications of the Company's Chief Executive Officer, Alan F. Schultz, and Chief Financial Officer, Robert L. Recchia, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to be codified at 18 U.S.C. Section 1350, attached as exhibits thereto. Item 7. FINANCIAL STATEMENTS AND EXHIBITS Exhibit 99.1 Transmittal Letter Exhibit 99.2 Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act 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 Executive Vice President and Chief Financial Officer Dated: August 14, 2002 EX-99.1 3 dex991.txt TRANSMITTAL LETTER EXHIBIT 99.1 Valassis Communications, Inc. 19975 Victor Parkway Livonia, MI 48152 VIA EDGAR Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Valassis Communications, Inc. Quarterly Report on Form 10-Q for the quarter ended June 30, 2002 Ladies and Gentlemen: Transmitted herewith are written statements pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to accompany the above-referenced periodic report. Very truly yours, Valassis Communications, Inc. By: /s/ Robert L. Recchia -------------------------------------- Robert L. Recchia Executive Vice President and Chief Financial Officer Dated: August 14, 2002 EX-99.2 4 dex992.txt CERTIFICATION OF CEO & CFO EXHIBIT 99.2 CERTIFICATION PURSUANT TO 18 U.S.C. 1350 (SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002) Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of Valassis Communications, Inc. (the "Company"), does hereby certify, to the best of his knowledge and belief that: (1) The Quarterly Report on Form 10-Q for the quarter ended June 30, 2002 (the "Report") fully complies with the requirements of Section 13(a) or (15(d) of the Securities Exchange Act of 1934, as amended; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. Dated: August 14, 2002 /s/ Alan F. Schultz --------------------------------- Alan F. Schultz Chief Executive Officer Dated: August 14, 2002 /s/ Robert L. Recchia --------------------------------- Robert L. Recchia Executive Vice President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----