Press Releases

August 31, 2011


Company Repurchased 3.4 Million Shares since August 5



Board Increases Share Repurchase Program's Total Authorization to


$100 Million




WESTLAKE VILLAGE, Calif.--(BUSINESS WIRE)--


ValueClick (Nasdaq: VCLK) announced today that it has closed its


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 August 5 and an increase in its total repurchase


authorization to $100 million.


"We are thrilled to formally welcome Dotomi to ValueClick, as their


expertise and scale complement our strengths in performance-based


display and affiliate marketing," said
James Zarley, chief executive


officer of ValueClick. "As illustrated by our recent share repurchase


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


ValueClick has acquired all of the outstanding equity interests in


Dotomi for upfront consideration consisting of: (a) 7.1 million shares


of ValueClick common stock; (b) the assumption of 0.5 million fully


vested stock options; and (c) $148 million in cash (net of cash


acquired). In addition, ValueClick has assumed 0.4 million shares of


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 Securities and Exchange Commission on August 24. This credit


agreement provides the Company with $200 million of total available


credit with a five year term, including a senior secured revolving


credit facility of $150 million and a $50 million term loan.


John Giuliani will continue to lead Dotomi and will report directly to


ValueClick chief executive officer,
James Zarley. Additionally, Mr.


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 August 31, 2011. For


the one month period ended September 30, 2011, ValueClick anticipates


that Dotomi will contribute approximately $8.5 million in revenue. The


acquisition is expected to add approximately $2 million in amortization


expense and approximately $1 million in stock-based compensation expense


to ValueClick's third quarter results. Dotomi was not included in the


Company's third quarter 2011 guidance provided on August 2.


Share Repurchase Program Update


Today, ValueClick also provided an update on its share repurchase


program. Since August 5, the Company has repurchased 3.4 million shares


of its common stock for a total cost of $49.5 million. These repurchases


represent over 44 percent of the shares issued upon closing of the


Dotomi acquisition. Year to date, ValueClick has repurchased 6.0 million


shares of its common stock for a total cost of $87.2 million.


Additionally, the Company announced that its board of directors has


increased the share repurchase program authorization by $86 million,


bringing the current share repurchase program authorization to $100


million. The Company intends to continue to use its share repurchase


program to offset the shares issued in the Dotomi acquisition.


About ValueClick


ValueClick, Inc. (Nasdaq: VCLK) is one of the world's largest digital


marketing companies. Through a unique combination of data, technology


and services, ValueClick increases brand awareness and drives customer


acquisition at scale for the world's largest advertisers, and maximizes


advertising revenue for tens of thousands of online and mobile


publishers. ValueClick's brands include Commission Junction, ValueClick


Media, Dotomi, Greystripe, Mediaplex, Smarter.com, CouponMountain.com,


Investopedia.com, and PriceRunner. The Company is based in Westlake


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 Securities and Exchange Commission made from time to time by


ValueClick, including, but not limited to: its annual report on Form


10-K filed on February 28, 2011; recent quarterly reports on Form 10-Q;


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.


ValueClick undertakes no obligation to release publicly any revisions


to any forward-looking statements to reflect events or circumstances


after the date hereof or to reflect the occurrence of unanticipated


events.




ValueClick, Inc.
Gary J. Fuges, CFA
1-818-575-4677



Source: ValueClick, Inc.



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