Sunday, June 7, 2020

Regional Print Consolidator Builds Diverse Offerings – May 2020 M&A Activity


Graphic Village, based in Cincinnati, Ohio, has added another distinctly different avenue to its diverse community of companies with the acquisition of DMS ink. Formerly known as Dayton Mailing Services, the acquired company brings high-volume personalized direct mail capabilities to the regional consolidator of print-related companies.

Aptly named, Graphic Village began about a decade ago as a loose partnership. Bramkamp Printing, a commercial printer, served as the core company, cross-selling services with other Cincinnati graphic companies including DocuPros Digital Printing, Premier Mail and Fulfillment, Everything’s Image apparel decorating, and Quality Custom Binders. Bramkamp and DocuPros eventually merged, taking on the name of the consortium as the new graphic services platform for Cincinnati-based private equity firm Revitalize Capital.

With the strategic vision of a multi-prong diversified graphic services provider firmly baked into its DNA, the series of acquisitions have not only built on the company’s core commercial printing services, but also branched out into marketing services and folding carton manufacturing. The purchase of direct mail provider DMS ink brings data management, high-speed inkjet personalization, mail preparation, and postal optimization into the Graphic Village family. High-volume direct mail services are traditionally not the typical playing field for a commercial printing company, and we suspect that the acquisition is likely to bring the Graphic Village group into competition with an entirely new league of players. The highly diverse strategy is in sharp contrast to that of other consolidators that are serial acquirers of similar building blocks, adding to their strength in one clearly defined core competency (see The Target Report: Catching the Wave in Corrugated Cartons, February 2020).

The acquisition of DMS ink, 60 miles from the company’s home base in Cincinnati, represents another leap of a different sort for Graphic Village. The prior acquisitions have notably all been located within a few miles, close by, just over the Ohio River in Kentucky, or in Cincinnati itself. In this regard, Graphic Village is part of a growing trend we have noted, that of the regional consolidator building out a network of complementary locations within a distinct geographic region or corridor (see The Target Report: Commercial Printing: Consolidation or Regional Expansion? November 2019).





Packaging

Brook & Whittle, a Connecticut company that manufactures prime labels, has acquired the Croydon, Pennsylvania shrink sleeve manufacturing facility. With backing by private equity firm Snow Phipps Group since October 2017, Brook & Whittle has been building out the platform originally backed by RFE Partners and Charter Oak, two private equity firms that had jointly acquired Brook & Whittle in 2009. Snow Phipps added to Brook & Whittle in October 2018 with the purchase of Prime Package and Label.

The Croydon facility was formerly known as Gilbreth Packaging Solutions, an innovator in shrink sleeve technology. The company’s engineers solved the distortion problems when shrinking films onto “full body” shaped packages and helped pioneer the now ubiquitous shrink sleeve labels market over 40 years ago. Gilbreth also was one of the first companies to introduce gravure printing on shrink film. The Gilbreth name disappeared almost ten years ago when Cenveo acquired the company in its now aborted foray into the packaging business (see The Target Report: The De-Evolution of Cenveo, April 2019)

Update: The Impact of Covid-19

Numerous newspapers and magazines appear to be early casualties of the Covid-19 crisis which is hitting the struggling publishing industry. Outlook Newspapers, a small operation in La Cañada, California, purchased three local newspapers, including the Burbank Leader, from the Los Angeles Times. The parent company had announced that publication of the three papers was scheduled to cease, reportedly due to the economic decline brought on by the outbreak of the coronavirus. The buyer, Outlook Newspapers, has announced plans to continue publication of the titles.

Nordstar Capital, a private equity company apparently formed for the sole purpose of buying Torstar, the publicly held owner of metro newspaper The Toronto Star, has announced an offer to take the company private in a deal valued at $38.7 million ($US). The company has reported dismal financial results. With a negative EBITDA, a multiple is a meaningless metric. Looked at a different way, the price offered represents just 11.4% of revenue, based on reported trailing twelve month revenues of $339 million ($US).

Forum Communications, based in Fargo, North Dakota, has announced the closing of two Minnesota local papers published by the company’s RiverTown Multimedia subsidiary. The Minneapolis StarTribune reported that six other local newspapers were all shutting down by the first week of May or had already ceased publication in April. The falloff in advertising due to the coronavirus was cited as the proximate cause.

Jostens, owned by the multi-billion dollar Platinum Equity private equity fund, announced the permanent closing of its yearbook publishing and printing facility in Visalia, California. The company noted that its products were highly cyclical and tied to high school and college graduation events. With schools closed across the country, the company has experienced an unexpected loss and decided to shutter the plant permanently.

Cenveo announced the closure of Cadmus Specialty Publications, its magazine printing plant in Richmond, Virginia, reportedly leaving several regional publications scrambling to find alternative sources to print and mail their magazines. Cenveo’s WARN act notice blamed the shutdown on the Covid-19 pandemic, noting that customers have ceased work permanently, or cancelled and delayed print projects.

We found only one bankruptcy filing in May, the Chapter 7 liquidation filing of Scheffer Printing, a small commercial printing company in Charleston, Missouri. It appears that the larger multi-plant companies are reacting quickly to the decline in business, closing facilities to rationalize capacity, able to shift work to remaining plants. Smaller companies are hanging on, at least for now, not having the option to move work to alternative facilities. With the economy “opening up” just as the initial PPP loans are hitting the original eight-week deadline to spend-and-be-forgiven, the fate of many small and midsize printing companies may hang in the balance.



2020 May - 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
Release
Nordstar Capital No Data Toronto, ON Toronto Star
(Prop. Torstar)
$339.2 Toronto, ON 5/26/20 $38.7 Acquisition Metro newspaper Link
Graphic Village
(Port co. Revitalize Capital)
$22.0 Cincinnati, OH DMS Ink No Data Yellow Springs, OH 5/20/20 No Data Acquisition Direct mail printing Link
Total Ink Solutions No Data Hackensack, NJ Champion Ink No Data North Bergen, NJ 5/7/20 No Data Merger Screen printing inks Link
Brook & Whittle
(Port co. Snow Phipps Group)
No Data North Branford, CT Croydon
(né Gilbreth Packaging, Div. Cenveo)
No Data Croydon, PA 5/7/20 No Data Acquisition Shrink sleeves Link
Graphic Dimensions No Data Austell, GA FormsAmerica No Data New Albany, IN 5/5/20 No Data Acquisition Forms printing Link
Outlook Newspapers No Data La Cañada, CA Burbank Leader (+2 titles)
(Prop. Los Angeles Times)
No Data Burbank, CA 5/2/20 No Data Acquisition Community newspapers Link
Metro Printing Products No Data Greenwood, In Class Print Solutions No Data Jeffersontown, KY 5/2/20 No Data Acquisition Commercial printing Link
Great Little Box Company No Data Richmond, BC Ideon Packaging No Data Richmond, BC 5/1/20 No Data Acquisition Folding & corrugated boxes Link


2020 May - 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:
Scheffer Printing, LLC 5/15/20 No Data 20-10388 Charleston, MO 8th Eastern MO
St. Louis
Barry S. Schermer D. Matthew Edwards  Commercial printing

2020 May - 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
Jostens - Printing plant 10/15/20 No Data Visalia, CA Jostens
Port co. Platinum Equity
Minneapolis, MN 5/7/20 Yearbook publishing & printing Link
Cenveo - Printing plant May-20 No Data Richmond, VA Cenveo Stamford, CT 5/6/20 Former Cadmus Communications plant Link
Bulletin & 6 other papers 5/6/20 No Data Woodbury, MN RiverTown Multimedia
(Sub. Forum Communications)
Fargo, ND May-20 Community newspaper publishing Link

Thursday, May 7, 2020

Alphabet Soup of Trade Association Mergers – April 2020 M&A Activity


The long and winding road of industry consolidation among the associations serving the printing and related industries may have finally reached its ultimate conclusion with the recently announced merger of the Specialty Graphic Imaging Association (SGIA) and Printing Industries of America (PIA). The merger was widely expected, makes sense, and is reflective of the ongoing consolidation in the highly fragmented and diverse universe of companies that make up the industry. As technology has driven convergence in the service offerings at many printing companies, that convergence in turn has created a commonality among companies that apply images to a substrate. Paper printed on an offset press, dry toner applied via laser imaging to pre-printed masters, liquid toners creating one-of-a-kind labels in rapid sequence, latex inks printed onto rolls of fabric for trade show exhibits, flatbed UV inkjet wide format printers creating retail environments, ... I could go on, but you get the idea, printing companies are offering all types of unique applications utilizing a wide variety of print technologies. Many print-centric companies no longer are limited to one strict silo of technological expertise serving a highly defined and segmented customer base. As the industry converges and consolidates, so have the many trade associations, probably best exemplified by the merger of SGIA and PIA.



The trade associations have evolved, right along with the industry segments they serve. The SGIA moniker was adopted in 1995 when the Screen Printing Association (SPA), originally established in 1948, first recognized its members’ growing use of digital technologies and changed the association name to the Screen Printing & Graphic Imaging Association International (SGIA). When SGIA consolidated the Digital Printing & Imaging Association (DPIA) and the Screen Printing Technical Foundation (SPTF) into the organization, they managed to find a name that retained the acronym, rebranding to the Specialty Graphic Imaging Association (SGIA). However, “SGIA” is apparently now on the way out since the new name for the merged SGIA/PIA organization, just announced, will be the Printing United Alliance (PUA anyone?).

The other half of the merged entity, Printing Industries of America (PIA), is also a roll-up of organizations. In 1999, PIA absorbed the research-based Graphic Arts Technical Foundation* (GATF) which traced its roots back to 1924. Unlike the SGIA, the PIA is a chapter-based organization with semi-independent regional chapters throughout the US. The alphabet soup within the PIA is extensive; there’s the PMA (Print Media Association of Missouri), the PICA (Printing Industry of the Carolinas), the PIAS (Printing Industries of the South), the WSPA (Western States Printing Alliance), the PPI (Pacific Printing Industries Association, which includes Alaska, Hawaii, Idaho, Montana, Oregon, Utah and Washington), the aptly named PINE (Printing Industries of New England), the MPIA (Manitoba Print Industry Association), the FGA (Florida Graphics Alliance), GAA (Graphic Arts Association in Delaware, Southern New Jersey and Pennsylvania; not to be confused with the GAA that publishes this report), the GLGA (Great Lakes Graphics Association), PIM (Printing Industry Midwest), PIA MidAmerica (Printing & Imaging Association of MidAmerica) and several others including my local chapter, based in New York State, the PIA (Printing Industries Alliance – yes, there is even a PIA chapter of the PIA).

And whatever happened to the venerable NAPL? Founded in 1933 by an accountant, among others, the National Association of Photo Lithographers (NAPL) brought financial discipline and standards to the new and growing industry based on offset lithography which was displacing letterpress printing as the primary method of print reproduction. By 1971, the name had become anachronistic, the “photo” prefix being superfluous. NAPL responded by a simple name change to the more inclusive National Association of Printers and Lithographers (NAPL). As digital technologies took hold of the industry, NAPL expanded beyond its traditional financial focus. The association had evolved to address a broader range of management concerns and the name was changed in 1999 to the National Association for Printing Leadership (NAPL). In 2006, NAPL absorbed the National Association of Quick Printers (NAQP), retiring the NAQP moniker for the time being.

When merger talks between PIA and NAPL fell through in 2012, the pressure to consolidate trade associations did not go away, it simply shifted to another target. In 2013 NAPL merged with the Association of Marketing Service Providers (AMSP) which was the rebranded name for the former Mailing & Fulfillment Service Association (MFSA). In the ultimate alphabet soup incarnation, the group resurrected the NAQP brand and operated for more than a year with the improbable name AMSP/NAPL/NAQP. Given the difficulty of maintaining a coherent brand identity with a 12-digit acronym, AMSP/NAPL/NAQP engaged a branding agency to conjure up a new name. The result was that in 2015 the NAPL brand disappeared into the new name for the merged entity, Epicomm. A bit more than a year later, the Epicomm name itself disappeared with its merger into Idealliance. Focused on establishing color standards and related training, Idealliance has eschewed the vestiges of trade association functions. In the meantime, the former NAQP members, primarily owners of smaller printing companies, never quite felt well-served by the merged associations, and a spin-off group had emerged to form the National Print Owners Association (NPOA). The eventual melting away of the NAPL legacy has paved a clear path for SGIA and PIA to merge and take on the mantle of being the lead trade association for the industry.

Commercial Printing and Diversified Services

As noted in last month’s Target Report, deal activity declined dramatically as the country shut down due to the outbreak of Covid-19, and we expect that it will take several months for buyers and sellers to return to the market in numbers consistent with the past (see The Target Report: The Lull Before the Storm, March 2020). However, we do expect that activity will pick up soon in the commercial printing segment, and that the first wave of transactions will be “tuck-in” deals in which the customers of the acquired company are transitioned to the buyer’s production facility. In these tuck-in transactions, buyers will often leave the disposition of the plant and equipment to the seller, or to the seller’s agent, avoiding responsibility for trade and other debt, possibly “cherry picking” certain equipment that is needed or desirable for the smooth continued servicing of the acquired customers.

Kingston Printing, a commercial printing company in the Kansas City region with $6 million of revenues in 2019, has acquired the business of Richardson Communications Group, a slightly smaller diversified commercial printing and fulfillment services company serving regional and national clients.** Operations are being consolidated into the Kingston facility in a classic well-structured tuck-in transaction. Richardson brings national clients, selected equipment, highly qualified personnel, client-branded websites, and a sophisticated fulfillment operation to the newly combined operation.

LCP (formerly known as Lake County Press), a diversified commercial printing operation in Waukegan, Illinois with more than $38 million in revenue in 2019, has acquired the customer assets of eDOC Communications, a commercial printing company located in Mount Prospect, Illinois. Management at LCP noted that the transaction did not include taking over any operations at the eDOC facility and that LCP was not acquiring any of eDOC’s equipment. The owners of eDOC Communications pointed to the Covid-19 crisis as the critical factor driving their decision to tuck-in their customer base with LCP at this time.

_______________________________________________

Cafe Bohemia Menu, Circa 1964
* In addition to providing research and training, GATF sponsored annual industry-backed scholarships. As the recipient of a GATF scholarship, based on my academics and an inexplicable interest in spending time in the high school print shop (yes, there were real printing shops in many high schools at the time; ours included two “AB Dicks,” two “Pilot Presses,” a dark room for developing orthochromatic film, and the most interesting of all, a “Heidelberg Windmill” letterpress). In my senior year of High School, GATF treated me to an all-expense paid trip to the Print 74 trade show at McCormick Place in Chicago. Upon entering the main hall, there was a four-color Heidelberg press running full speed with all the hiss and rumble of a big press, folders clacking away, stitchers swishing along, producing beautiful full-color booklets right there on the show floor. I still remember the theme of the booklets which described the benefits of America switching to the metric system (which was a big topic at the time). GATF and that trip to Print 74 changed my life; that was it for me, this printing industry thing was exciting and big business. GATF had accomplished their goal and had another convert to the industry.

The funding for the scholarship was provided by Bell & Howell, which at the time owned the Baumfolder company, hence the connection to our industry. If I and the other three young scholarship recipients had any doubt that printing was a good industry for our serious consideration, the B&H executives made sure that top-notch treatment was part of the agenda. The most memorable part of the trip (other than the big presses) was Cafe Bohemia, billed as having “Chicago’s Most Unusual Menu” with a selection of truly unusual North American game such as grizzly bear, elk, antelope, and beaver, and also exotic selections from around the globe. The waiter informed our table that one of the specials that evening was Braised Strips of African Lion (served in a Grand Marnier Sauce). He added that, notably, this night was the last day that lion could be legally served in the US, and lion would no longer be available henceforth. Of course, I ordered the lion.

** Graphic Arts Advisors, publisher of The Target Report, served as exclusive advisors to Richardson Communications Group in this transaction.

2020 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
Release
Specialty Graphic Imaging Association (SGIA) No Data Fairfax, VA Printing Industries of America
(PIA)
No Data Warrendale, PA 4/30/20 No Data Merger Trade association Link
Kingston Printing $6.0 Eudora, KS Richardson Communications Group $5.2 Kansas City, MO 4/29/20 No Data Asset Acquisition
(Graphic Arts Advisors)
Commercial printing Link
New-Indy Containerboard No Data Ontario, CA Shoreline Container No Data Holland, MI 4/21/20 No Data Acquisition
(Ernst & Young Capital)
Corrugated boxes Link
Bobst Group $1,686 Mex, Switzerland Cito-System No Data Schwaig, Germany 4/9/20 No Data Purchase of Majority Interest Die cutting supplies Link
LCP $38.1 Waukegan, IL eDOC Communications No Data Mount Prospect, IL 4/6/20 No Data Asset acquisition Commercial printing Link


2020 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:
LSC Communications, Inc. 4/13/20 $3,330 20-10950 Chicago, IL 2nd Southern NY
New York
Sean H. Lane Andrew G. Dietderich Book & publication printing
Chapter 7 Filings:
Global Web Finishing Holding Co. LLC
(Div. Graphic Systems Services)
4/9/20 No Data 20-20807 Merrillville, IN 7th Northern IN
Hammond
James R. Ahler Pro Se Web finishing systems


2020 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
Domtar - Paper mill 5/5/20 No Data Hawesville, KT Domtar Corporation Fort Mill, SC 4/27/20 Temporary cessation, paper mill Link
LSC Communications - Printing facility 4/20/20 No Data Baraboo, WI LSC Communications Chicago, IL 4/17/20 Temporary cessation, catalog printing Link
Domtar - Paper mill 4/6/20 No Data Kingsport, TN Domtar Corporation Fort Mill, SC 4/6/20 Temporary cessation, paper mill Link
Quad/Graphics - Printing facilities Apr-20 No Data Several Undisclosed Quad Graphics Sussex, WI  4/2/20 Temporary cessation, publication printing Link
Four Star Color Apr-20 No Data Newton, NJ None N/A Apr-20 Folding carton printing Link
Ambrose Printing 7/17/20 No Data Nashville, TN None N/A Apr-20 Commercial printing Link
Ecoprint / BST Printing 6/11/20 No Data Silver Spring, MD None N/A Apr-20 Commercial printing Link