American Greetings Announces Formation of Special Committee of
Board of Directors and Retention of Advisors
CLEVELAND, Oct. 19, 2012 /PRNewswire/ -- American
Greetings Corporation (NYSE: AM) (the "Company") announced today
that its board of directors has formed a special committee of
independent directors (the "Special Committee") to consider, among
other things, the proposal made on September
25, 2012 by members of the Weiss family and certain related
parties (collectively, the "Weiss Family"). The proposal
contemplates the Weiss Family acquiring all the outstanding Class A
and Class B common shares of the Company not currently owned by
them for $17.18 per share in
cash. The Special Committee is also authorized to review and
evaluate other options available to the Company.
The Special Committee members are Dr. Scott S. Cowen (chair), William E. MacDonald, III, Michael J. Merriman, Jr. and Jeffrey D. Dunn.
The Special Committee has retained Peter J. Solomon Company as
financial advisor and Sullivan & Cromwell LLP as legal
counsel.
The Company's shareholders and others considering trading in its
securities are cautioned no decision has been made with respect to
the Company's response to the proposal. There can be no
assurance any definitive, binding offer will be made, any agreement
will be executed or the transaction contemplated in the proposal or
any other transaction will be approved or consummated.
About American Greetings Corporation
For more than
100 years, American Greetings Corporation (NYSE: AM) has been a
creator and manufacturer of innovative social expression products
that assist consumers in enhancing their relationships to create
happiness, laughter and love. The Company's major greeting
card lines are American Greetings, Carlton Cards, Gibson, Recycled
Paper Greetings and Papyrus, and other paper product offerings
include DesignWare party goods and American Greetings and Plus Mark
gift-packaging and boxed cards. The Company also has one of
the largest collections of greetings on the Web, including greeting
cards available at Cardstore.com and electronic greeting cards
available at AmericanGreetings.com. In addition to its
product lines, the Company creates and licenses popular character
brands through the American Greetings Properties group.
Headquartered in Cleveland, Ohio,
the Company generates annual revenue of approximately $1.7 billion, and its products can be found in
retail outlets worldwide. For more information on the
Company, visit http://corporate.americangreetings.com.
Forward Looking Statement Disclosure
The statements
contained in this release that are not historical facts may be
deemed to constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of
1995. Actual future results might differ materially from
those projected in such statements due to a number of
factors. These factors include the uncertainties set forth in
this press release regarding whether an acquisition of the Company
will be consummated upon the terms proposed by the Weiss Family or
at all. The forward looking statements contained herein are
also subject to other risks and uncertainties that are described in
the Company's reports filed with the Securities and Exchange
Commission, including without limitation the risk factors described
in the Company's most recent annual report on Form 10-K and in each
of its subsequent quarterly reports on Form 10-Q.
SOURCE American Greetings Corporation