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ALJ Regional Holdings Inc Announces Acquisition of Faneuil, Inc From Harland Clarke Holdings Corp

Friday, 18 Oct 2013 01:26pm EDT 

ALJ Regional Holdings Inc announced that it has acquired substantially all of the capital stock of Faneuil, Inc. Faneuil is a provider of outsourcing and co-sourced services to both commercial and government entities in the healthcare, utility, toll and transportation industries. ALJ acquired Faneuil from Harland Clarke Holdings Corp., a wholly owned subsidiary of MacAndrews & Forbes Holdings Inc. (Harland Clarke). The aggregate consideration for the acquisition of all of Faneuil's outstanding stock was $53 million, consisting of $25 million in cash, a contribution of $500,000 in cash for working capital purposes, 3,000,000 shares of ALJ common stock valued at $2,500,000 and a seller note for $25 million. ALJ acquired 96.43% of Faneuil's outstanding capital stock and the remaining 3.57% was acquired by Faneuil's Chief Executive Officer. Additionally, Faneuil's obligations under the seller note are secured by a pledge of ALJ's stock of Faneuil and the stock of Faneuil's subsidiaries, subject to certain limitations. ALJ was advised by Morrison & Foerster LLP in these transactions. Harland Clarke was advised by Houlihan Lokey and Skadden, Arps, Slate, Meagher & Flom LLP in these transactions. 

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29 Jun 2015