Monday, May 5, 2014

A Tale of Two Cities, the Best of Multiples, the Worst of Multiples – April 2014 M&A Activity


It was a Tale of Two Cities for sellers of printing companies in April. For some, it’s the best of times; they appear to have chosen wisely, believed in the power of the internet to transform the business of print, they saw the light and felt the hope of spring as they embarked on their journey. The market anoints these fortunate few with the ultimate reward – the high multiple.

For others less fortunate or tied down by the weight of untimely past investments, it’s the worst of times; they appear foolish to have believed in the business of print, the path forward is dark, they feel the despair and hardship of winter as they trudge forward. The market’s invisible hand smacks down and delivers punishment – the low multiple.

Italian printer Pixartprinting has differentiated itself in the competitive commercial printing market by developing a very user-friendly technology platform, delivering printed products to graphic designers, print brokers, and local printers that act as resellers. Established in 1994, the company reached sales of $77.8 million in 2013 and served 100,000 customers with over 450,000 orders. With only 330 employees, the company’s average order was $173. Despite the small order size, the aggregate revenue equates to $235,900 revenue per employee per year, very respectable in the US commercial printing industry. EBITDA was an impressive $20.85 million, 26.8% on sales. In early April, Vistaprint announced that it acquired Pixartprinting for an offer consisting of mostly cash plus some assumed debt, totaling over $200 million, an astounding 2.6 times annual sales. Not counting the additional potential earnout provision which could yield the sellers another $14 million, the sellers received approximately 9.8 times trailing EBITDA.

Brown Printing was founded in 1957 and enjoys a reputation as one of America’s finest printers capable of printing high-volume, very high-quality publications and catalogs. The company is projecting sales of $350 million for 2014, and prints over 1,000 different magazines and catalogs. Employing 1,850 in several US plants, Brown’s revenue per employee was $189,200 per year. Brown has been making moves to take advantage of new opportunities to serve its customers. As we reported in The Target Report in April 2013, Brown acquired Nellymoser, an innovator in mobile and print-to-digital campaigns serving the advertisers in the magazines printed by Brown. Nonetheless, the company’s reputation and mobile initiatives were not enough to drive a high valuation. Brown agreed to be acquired by Quad/Graphics for $100 million, equal to only 0.29 times projected sales. Brown’s parent company, Gruner + Jahr, does not break out earnings for Brown, however Quad/Graphics reported that the purchase price will be less than 4.0 times adjusted EBITDA after taking anticipated synergies into account. In other words, the unadjusted multiple was likely even lower.

There was hope in the newspaper business in April. Minnesota billionaire, Glen Taylor, made an offer to buy the Minneapolis Star Tribune. The sale has been widely reported as a very positive event for the paper and the community, since Taylor has clearly stated that his goal is to keep a quality independent newspaper in his home state. Although he expects the paper to be self-supporting, Taylor was quoted saying that the purchase “is not the best deal I ever got into.” He should know, since his fortune has been built primarily from specialty printing companies, beginning with his first acquisition when he bought Carlson, printer of stationery and wedding invitations. As reported in the paper he will likely soon own, Taylor added wisdom that rings true for printers of all types, “I’m in a lot of printing areas and they are all difficult business areas. I have just found out that if you’re the best in that area, then you can do quite well.”

Goldman Sachs’ Merchant Banking group and Koch Industries got together in a vote of confidence on the future of print, partnering to acquire Flint Group, the global supplier of inks and printing supplies. Vomela Specialty Company of St. Paul, Minnesota, acquired the Bureau of Engraving, printer of point-of-purchase displays and labels. Boutwell, Owens and Co, a Massachusetts printer of folding cartons, blister cards and other packaging acquired label printer Guynes Printing of Texas, located in El Paso.

Continuing the trend of outsourcing print in the newspaper industry, the Lansing State Journal in Michigan announced that it is closing its printing plant in Delta. The paper, along with several other titles that were printed there, will be printed by Advance Central Services Michigan in one of its three facilities. Following on the recent acquisition of Chesapeake by Multi Packaging Solutions, the company will be closing its packaging plant in Evansville, Illinois. Bankruptcy filings in the industry were less than the spike we reported in March, with three small companies filing for liquidation in Chapter 7, and no new Chapter 11 filings.



2014 April - Mergers and Acquisitions in the Printing, Packaging, Paper & Related Industries  

Deal Party #1
(Surviving Entity)
Pre-Deal
Revenues
($Mil )


Party #1 Address


Deal Party #2
Pre-Deal
Revenues
($Mil )


Party #2 Address
Date
Deal
Public
Deal
Value
($Mil)

Deal Structure
(Intermediary)


Notes

Press
Releases
Irwin-Hodson Company No Data Portland, OR Portland PrintWorks No Data Portland, OR 4/29/14 No Data Acquisition Wide format printing Link
Schiele Group No Data Elk Grove, IL Carlith No Data Carpentersville, IL 4/21/14 No Data Acquisition Commercial printing Link
Konica Minolta $9,343 Tokyo, Japan Pitney Bowes Document Imaging Solutions (Canada) $82.0 Stamford, CT 4/16/14 No Data Acquisition Document management Link
Konica Minolta $9,343 Tokyo, Japan AMS Imaging No Data Warwick, RI 4/15/14 No Data Acquisition Document management Link
Electronics for Imaging (EFI) $745.0 Foster City, CA Group Rhapso No Data Les Ulis, France 4/15/14 No Data Acquisition MIS systems for printing Link
Packaging Dynamics No Data Chicago, IL Pac Paper No Data Vancouver, WA 4/14/14 No Data Acquisition Specialty Paper Products Link
Goldman Sachs Merchant Banking,
and Koch Equity Development
No Data New York, NY Flint Group $2,900 Luxembourg 4/10/14 No Data Acquisition Inks & printing supplies Link
Vomela Specialty Company $200.0 St. Paul, MN Bureau of Engraving No Data Minneapolis, MN 4/7/14 No Data Acquisition POP, commercial & labels Link
Quad/Graphics $4,800 Sussex, WI Brown Printing $350.0 Waseca, MN 4/7/14 $100.0 Acquisition Magazine & catalog printing Link
Worth Higgins & Associates No Data Richmond, VA Petree Press No Data Sterling, VA 4/4/14 No Data Acquisition Printing & copying Link
Multi Packaging Solutions/
Chesapeake
No Data New York, NY Jet Lithocolor No Data Downers Grove, IL  4/4/14 No Data Acquisition Credit & gift card printing Link
Multi Packaging Solutions/
Chesapeake
No Data New York, NY Integrated Printing Solutions No Data Centennial, CO 4/4/14 No Data Acquisition Credit & gift card printing Link
Glen Taylor No Data North Mankato, MN Star Tribune No Data Minneapolis, MN 4/1/14 $100.0 Acquisition Newspaper publisher Link
Boutwell, Owens and Co No Data Fitchburg, MA Guynes Printing of Texas No Data El Paso, TX 4/1/14 No Data Asset acquisition Commercial & label printing Link
Vistaprint $1,210 Venlo,
Netherlands
Pixartprinting € 56.0 Veneto, Italy 4/1/14 € 127.0 Acquisition
(Leonardo & Co)
Web-to-print, SMB market Link




2014 April - Bankruptcy Filings in the Printing, Packaging, Paper & Related Industries



Filing Party

Date
Case
Filed
Pre-Petition
Revenues
($Mil )



Case #



Filing Party Address



Circuit



Region & City



Judge



Attorney for Debtor



Notes
Chapter 11 Filings:
No Chapter 11 Filings Found this Month --- --- --- --- --- --- --- --- ---
Chapter 7 Filings:
Net Publications Inc. 4/23/14 No Data 14-35822 Poughkeepsie, NY 2nd Southern NY
Poughkeepsie
Cecelia G. Morris Daren A. Webber Printing & copying
JM Printing Service, Inc. 4/15/14 No Data 14-17435 Monmouth, NJ 3rd New Jersey
Trenton
Kathryn C. Ferguson Peter Broege  Commercial printing
Digigraphics, Inc. 4/8/14 No Data 14-12945 Warrenville, IL 7th Northern IL
Chicago
Donald R. Cassling Elizabeth A. Bates Printing & copying


2014 April - Non-Bankruptcy Closures in the Printing, Packaging, Paper & Related Industries



Closed Company / Facility

Date of Closure
Pre-Closure
Revenues
($Mil )



Closing Address
Related Party Related Party
Address
Date Closure Public


Notes

Press
Releases
Lansing State Journal - Printing Facility Jul-14 No Data Delta, MI Advance Central Services  Michigan Walker, MI
Bay City, MI
4/29/14 Outsourcing newspaper print operations Link
Legacy Printing 4/7/14 No Data Jackson, MI None N/A 4/24/14 Commercial printing Link
Chesapeake Pharmaceutical and Healthcare Packaging Jun-14 No Data Evansville, IL Multi Packaging Solutions/
Chesapeake
New York, NY 4/16/14 Packaging printing Link
Monroe Litho Mar-14 No Data Rochester, NY None N/A 4/4/14 Commercial printing Link

Monday, April 7, 2014

Packaging Sector Comes Alive as Coffin Maker Acquires Global Branding Company – March 2014 M&A Activity

Significant transactions were announced throughout the spectrum of packaging technologies in March, from the basics - paper making for packaging products, to the sophisticated - global management of brand identity at multiple print providers across the globe, many using different printing technologies. The traditional divide between commercial and packaging printers continues to blur as commercial printers seek opportunities in packaging where they can apply their talents, utilize their capital equipment investments, and transition to the packaging industry where they view a brighter long term future in the business of putting ink on substrate. 

One way to move into packaging is to buy your way in. Transcontinental did exactly that by acquiring flexible packaging printer Capri Packaging. Transcontinental has been seeking to diversify, due to the decline in demand for its primary products: magazines, newspapers, and books. As Transcontinental noted in its press release, it believes that the printing processes used in flexible packaging are similar to their existing competencies. Although the full details of the transaction were not made public, based on its stated goal to jump into flexible packaging, the acquisition looks like a smart deal for Transcontinental. As a kicker to the deal, the former owner of Capri Packaging, Schreiber Foods, which provides 75% of Capri’s total revenues, has committed to use the newly spun off Capri for the next ten years. Nice way to learn the business, albeit at what appears to be a steep price at 1.85 times revenues.

Strine Printing, in York, Pennsylvania, chose instead to evolve from its beginnings as a purely commercial printer, adding packaging and retail display expertise over the years. That transition was complete enough to attract the attention of Menasha Packaging. Headquartered in Neenah, Wisconsin, and with a sharp focus on retail packaging and display, Menasha announced that it has acquired Strine Printing. Measured by the number of employees, Menasha Packaging is approximately seven times the size of Strine, and has 11 manufacturing locations.

Schawk, the brand and image management company that rebranded itself as the less-than-memorable “SGK” has announced that it will be acquired by Matthews International and combined with Matthews’ brand management services. The combined company will provide brand management, pre-press services and imaging services for the primary packaging and corrugated industries. SGK also brings strengths in creative and conceptual services to the acquirer. In a rather quirky combination of businesses, Matthews' other line of business is caskets, cremation equipment and cemetery products such as crypt plates.

There were several deals in the corrugated packaging segment. With backing from PE firm Monroe Capital, 127 Summit Holdings was formed and acquired Summit Container in Monument, Colorado as its platform company. In another deal with PE backing, Arbor Investments added to its portfolio of food and beverage related packaging companies with the acquisition of Pacific Northwest packaging printer Trojan Lithograph. Welch Packaging in Elkhart, Indiana acquired the assets of nearby Indiana Corrugated, bringing this privately held company to eight plants in the Midwest.

RockTenn, a $9.6 billion integrated manufacturer of corrugated packaging, acquired the Simpson Tacoma Kraft Company, producer of white linerboard which is used as the clean, printable outer surface of corrugated boxes. With this sale, it appears that Simpson has come full circle through three decades of acquiring, and now completely divesting, a collection of paper mills across the US. Once the largest producer of Text and Cover grades in the US, Simpson produced Starwhite Vicksburg, one of my favorite papers that I often specified for high end corporate communications. (Just remembering the name of that beautifully smooth and fine paper, “Starwhite Vicksburg,” evokes memories of early mornings and late nights working with pressman and graphic designers to achieve just the right color with that double-hit of super warm red… )

The other hot sector last month was community newspapers. Adams Publishing Group, HQ’ed in Minneapolis, opened the spring season with a triple header, acquiring three publishing groups from American Consolidated Media. All together, the three divisions include 34 print publications, digital media assets and printing facilities, spread out from the Midwest though Ohio and down to the Chesapeake area in Virginia.

In an apparent flurry of spring cleaning, closures and bankruptcies return in greater numbers to our deal log. Standard Register announced the closing of its Dayton Ohio facility which specialized in forms printing. Continuing the national trend of newspapers to consolidate printing in regionally centralized efficient facilities, The Independent in Marshall, Minnesota, announced it will no longer be so independent, transferring its print operations to the House of Print in Madelia, Minnesota.

The Dolan Company filed for Chapter 11 bankruptcy, along with 14 related companies. The 15 entities filed a motion for joint administration, combining the interests of business journals in 19 markets, as well as its litigation support companies such as Counsel Press. The company reportedly plans a prepackaged plan of reorganization in which Bayside Capital, the investment firm that now owns Dolan Company’s substantial debt, will emerge as the new majority owner.



2014 March - Mergers and Acquisitions in the Printing, Packaging, Paper & Related Industries  

Deal Party #1
(Surviving Entity)
Pre-Deal
Revenues
($Mil )


Party #1 Address


Deal Party #2
Pre-Deal
Revenues
($Mil )


Party #2 Address
Date
Deal
Public
Deal
Value
($Mil)

Deal Structure
(Intermediary)


Notes

Press
Releases
Menasha Packaging No Data Neenah, WI Strine Printing No Data York, PA 3/31/14 No Data Acquisition Commercial, folding cartons Link
127 Summit Holdings No Data Monument, CO Summit Container No Data Monument, CO 3/27/14 No Data Acquisition Corrugated packaging Link
Emprint/Moran No Data Baton-Rouge, LA TriStar Graphics No Data Monroe, LA 3/17/14 No Data Asset acquisition Commercial printing Link
Matthews International $898.7 Pittsburgh, PA Schawk (SGK) $443.0 Des Plaines, IL 3/17/14 $577.0 Acquisition Brand & image management Link
Adams Publishing Group No Data Minneapolis, MN Ohio Publishing
(Div ACM)
No Data Columbus, OH 3/14/14 No Data Acquisition
(Dirks, Van Essen)
Community Newspapers Link
Adams Publishing Group No Data Minneapolis, MN Chesapeake Publishing
(Div ACM)
No Data Easton, MD 3/14/14 No Data Acquisition
(Dirks, Van Essen)
Community Newspapers Link
Adams Publishing Group No Data Minneapolis, MN Superior Publishing
(Div ACM)
No Data Duluth, MN 3/14/14 No Data Acquisition
(Dirks, Van Essen)
Community Newspapers Link
Transcontinental $2,080 Montreal, QC Capri Packaging
(Div. Schreiber Foods)
$72.0 Clinton, MO 3/11/14 $133.0 Asset acquisition Flexible packaging Link
Sigma Plastics Group $2,450 Lyndhurst, NJ Excelsior Packaging Group No Data Yonkers, NY
Rosman, NC
3/4/14 No Data Asset acquisition Flexible packaging Link
Arbor Investments No Data Chicago, IL Trojan Lithograph No Data Renton, WA 3/4/14 No Data Acquisition Packaging & POP Link
Welch Packaging No Data Elkhart, IN Indiana Corrugated No Data Marion, IN 3/4/14 No Data Asset acquisition Corrugated packaging Link
RockTenn $9,620 Norcross, GA Simpson Tacoma Kraft Co. No Data Tacoma, WA 3/3/14 $343.0 Acquisition Pulp & paper mill Link
Ampac No Data Cincinnati, OH Business Deposits Plus No Data Brecksville, OH 3/2/14 No Data Acquisition Banking supplies Link


2014 March - Bankruptcy Filings in the Printing, Packaging, Paper & Related Industries



Filing Party

Date
Case
Filed
Pre-Petition
Revenues
($Mil )



Case #



Filing Party Address



Circuit



Region & City



Judge



Attorney for Debtor



Notes
Chapter 11 Filings:
The Dolan Company
(Jointly Administered w/ 14 subs.)
3/23/14 $154.0 14-10614 Minneapolis, MN 3rd Delaware
Wilmington
Brendan
Linehan Shannon
Timothy P. Cairns  Newspapers in 19 markets
Counsel Press
(Jointly Admin w/ Dolan)
3/23/14 No Data 14-10618 Minneapolis, MN 3rd Delaware
Wilmington
Brendan
Linehan Shannon
Laura Davis Jones  Litigation support services
Ramallo Bros. Printing, Inc. 3/14/14 No Data 14-01948 San Juan, PR 1st Puerto Rico
San Juan
Edward A. Godoy Alexis
Fuentes Hernandez
Commercial printing
Imagetek 3/10/14 No Data 14-00477 Grimes, IA 8th Southern IA
Des Moines
Anita L. Shodeen Michael P. Mallaney  Document management
EZ Mailing Service 3/7/14 No Data 14-01639 Indianapolis, IN 7th Southern IN
Indianapolis
James M. Carr David R. Krebs  Mailing & digital printing
Chapter 7 Filings:
No Chapter 7 Filings Found this Month --- --- --- --- --- --- --- --- ---


2014 March - Non-Bankruptcy Closures in the Printing, Packaging, Paper & Related Industries



Closed Company / Facility

Date of Closure
Pre-Closure
Revenues
($Mil )



Closing Address
Related Party Related Party
Address
Date Closure Public


Notes

Press
Releases
Standard Register - Printing Facility Jul-14 No Data Salisbury, MD Standard Register Dayton, OH 3/27/14 Forms printing Link
Advance Printing Apr-14 No Data Longmont, CO None N/A 3/31/14 Commercial printing Link
The Independent
(formerly The Marshall Messenger)
4/7/14 No Data Marshall, MN House of Print Madelia, MN 3/27/14 Transferring print operations to Madelia, MN Link
Datamark Systems Mar-14 No Data Laval, QC None N/A 3/19/14 Document  Link
Cather Publishing Mar-14 No Data Birmingham, AL None N/A 3/13/14 Letterpress/Commercial printing Link
Graham Packaging May-14 No Data Chicago, IL Graham Packaging Company York, PA 3/7/14 Blow molded containers Link
Adman Printing 3/16/14 No Data Corning, CA None N/A 3/16/14 Commercial printing, fire damage Link
RPM Solutions Group Feb-14 No Data Rosedale, MD None N/A 3/5/14 Commercial printing, $9Mil at peak Link