Tuesday, April 5, 2022

Label Roll-Ups are Red Hot; Are Folding Cartons Next? – March 2022 M&A Activity


Merger and acquisition activity in the label and flexible packaging printing and converting segments has been on fire, with several PE-backed roll-ups competing to pick up family-owned and managed companies. As the market becomes more crowded with competing PE platforms, several roll-ups were inevitably themselves rolled up in secondary and tertiary buys (see Private Equity Fuel$ Consolidation of Label Industry – September 2021).

The activity in the label and flexible packaging segments continues unabated, month after month, and March was no exception. All American Label & Packaging, with backing from Heartwood Partners, merged with Western Shield Label & Packaging, itself a serial acquirer of label companies. C-P Flexible Packaging, with financial sponsorship of First Atlantic Capital, acquired Bass Flexible Packaging. The Jordan Company, a PE firm with deep experience in packaging films and paperboard mills, acquired Five Star Holding, a Texas-based group of companies that produce flexible packaging, printed films, and plastic bags. H.I.G. Capital, the global behemoth fund and no stranger to print-centric businesses, has rebranded its new flexible packaging platform simultaneously with the purchase of TechFlex Packaging in Gardena, California. Operating now as DazPak, the new entity incorporates the former acquisitions of Action Packaging and Signature Flexible Packaging, and certainly is in the hunt for more.

As we noted in our September annual review of M&A activity in the printing, packaging and graphic communications industries, our expectation has been that the super-heated acquisition activity in the label and flexible packaging businesses would likely be mimicked by an increased rate of consolidation within the folding carton manufacturing segment. Activity will be most pronounced in the lower middle market that is populated by mature privately owned businesses. While the folding carton business may never experience the frenzy of activity occurring in the label business, nonetheless increased consolidation in folding cartons is now underway and, in our opinion, is likely to increase.

Private Equity is the Driver

As with labels, the fuel igniting the fire in folding cartons is the institutional capital injected into the market by the multitude of private equity funds seeking to differentiate themselves and put their investor’s money to good use within limited time frames. Packaging, in general, has several of the characteristics that many funds seek: recurring revenues, reasonably predictable margins, diverse customer verticals, and a highly fragmented landscape of companies to acquire, many of which are privately owned and operating in the fertile ground of the lower middle market.

With low interest rates and plenty of cash sloshing around the economy, old-fashioned financial engineering has been replaced by the platform-and-bolt-on strategy. Buy a good sturdy company, add on an appropriate acquisition, remove duplicative costs, institutionalize the back-office functions, and repeat. Funds seeking a coherent investment thesis have landed on packaging as a desirable and suitable business to which they can apply this basic roll-up strategy.

As in other segments of the printing industry, aging owners of folding carton manufacturers often do not have a qualified or interested next generation to pick up the mantle of leadership or that want to assume the financial risk inherent in private company ownership. Faced with the need to embark on another cycle of investment in increasingly sophisticated capital equipment, owners instead want to exit ownership, take chips off the table, and retire from the business. Fertile ground for consolidation, indeed.

Lewisburg Printing Company Enters the Game

Lewisburg Printing Company announced that it was merging Huston Patterson into its fold, along with Sigma Graphics, a subsidiary of Huston Patterson. The acquired company operates from its primary location in Decatur, Illinois, with an additional plant in Ottawa, Illinois. The acquired company perfectly fits the roll-up bolt-on criteria. With a history dating back 115 years, Huston Patterson began as the commercial printing division of the local newspaper publisher. Acquired by the current selling family in 1961 as a small letterpress printing company, three generations have managed the transition of Huston Patterson into a producer of packaging and retail display components.

Products produced at Huston Patterson include litho labels and top sheets for mounting on corrugated stock to produce boxes with high quality graphics. Differentiation is provided with a fleet of large format offset presses capable of printing sheets large enough to wrap a box. Similar to other printing companies that run large format offset presses, Huston Patterson also produces top sheets used to manufacture retail displays. With 80 employees, the acquired company is in the sweet spot for bolt-ons in a roll-up strategy, not large enough to be purchased as a new platform company, but big enough to make an attractive addition to an existing PE-backed company ready to commence its roll-up strategy.

Lewisburg Printing itself was acquired in April 2021 by Radial Equity Partners, a New York-based private equity firm. The Radial Equity Partners team members are no strangers to the packaging business, having worked together at predecessor private equity firms leading investments in Alpha Packaging, Chesapeake Corporation, Mold-Rite Plastics and Multi Packaging Solutions. Lewisburg Printing has 250 employees operating large format offset presses and locations in Tennessee and Texas, and as such, is the ideal platform company on which to build out another success story.

The Competition

Oliver Printing & Packaging has a significant head start in this current class of PE-backed folding carton roll-ups. The Oliver family sold a controlling interest to Pfingsten Partners in May 2016. With its roots in commercial printing, Oliver had methodically built an expertise in printing and finishing folding cartons. Using Oliver as its platform, Pfingsten set about building out the platform in 2017 with the acquisition of folding carton manufacturer Pohlig Packaging in Richmond Virginia, followed by the purchase of DISC Graphics located on Long Island in New York State. DISC started as a specialized printing company producing record jackets and marketing collateral for the entertainment industry and had evolved into a high-end folding carton manufacturer serving a wide range of industries.

Staying true to the platform and roll-up strategy, Pfingsten supported Oliver with the 2021 acquisition of Boutwell, Owens & Co, a Massachusetts folding carton and blister card printing company. More recently, in January 2022, Oliver added Professional Image, a folding carton manufacturer in Tulsa, Oklahoma.

Another sophomore in the PE-backed roll-up of the folding carton segment is GPA Global. With backing from Sweden-based private equity firm EQT Partners, GPA has taken a more international approach, acquiring folding carton plants in the UK, Ireland, Poland, and the US. Most recently, GPA uncharacteristically staked out a position in the commercial printing segment with the purchase of Southern California Graphics (see GPA Global Emerges as Packaging Consolidator – December 2021).

On the varsity level is Rohrer Corporation, having graduated from its first PE sponsorship as a portfolio company of Shoreview Industries when it was acquired by Wellspring Capital in 2021. Upon its exit from ownership of Rohrer, Shoreview announced that it had grown Rohrer from $67 million to over $200 million in revenue with four add-on acquisitions since its initial investment in the company in 2009. Leaving no doubt about its intention to owners and potential sellers of folding carton companies, Wellspring announced its goal to “become the consolidator of choice in the industry.” Making good on that promise, Wellspring has already supported the acquisition of Jay Packaging in Warwick, Rhode Island and Coburn Carton Solutions in Hayesville, Ohio.

The Big Leagues

Fueled by the public markets rather than private equity funds, Graphic Packaging and Westrock are large, vertically integrated producers of folding cartons. Both companies operate their own paperboard mills with much of their mill’s output consumed by their own operations. While not completely immune to being purchased by one of the massive global private equity funds in a take-private transaction, these public entities have been at the top end of the folding carton food chain, absorbing former PE-backed roll-ups that have reached sufficient critical mass.

If the activity of the past several years in the label printing segment is any indication, and to at least some extent we believe it is, owners of folding carton manufacturers in the lower middle end of the market will be on the receiving end of multiple calls from newly minted young MBAs working the phones and sending emails, seeking to introduce their employer, a private equity fund intent on rolling up another segment of our industry.
   
2022 March - Mergers and Acquisitions in the Printing, Packaging, Paper & Related Industries

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


Party #1 Address


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


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

Deal Structure
(Intermediary)


Notes

Press
Release
Contiweb
(Port co. H2 Equity Partners)
No Data Boxmeer,
Netherlands
WS Print No Data Schnaittach,
Germany
3/31/22 No Data Acquisition Pressroom chemicals Link
Jordan Company No Data New York, NY Five Star Holding No Data Houston, TX 3/30/22 $1,500 Acquisition Flexible packaging & films Link
Schweitzer-Mauduit International $1,440 Alpharetta, GA Neenah $1,030 Alpharetta, GA 3/28/22 $1,000 Merger Specialty papers Link
All American Label & Packaging
(Port co. Heartwood Partners)
No Data Dublin, CA Western Shield Label & Packaging No Data Rancho Dominguez, CA 3/28/22 No Data Merger Label printing Link
Gold Sachs Asset Management No Data New York, NY TemperPack Technologies No Data Richmond, VA 3/22/22 No Data Equity Financing Thermal packaging Link
Lewisburg Printing Company
(Port co. Radial Equity Partners)
No Data Lewisburg, TN Huston Patterson No Data Decatur, IL 3/22/22 No Data Acquisition Folding cartons & retail display Link
Cold Chain Technologies
(Port co. Aurora Capital Partners)
No Data Franklin, MA Packaging Technology Group No Data Fall River, MA 3/21/22 No Data Acquisition Thermal packaging Link
Imperial Dade No Data Jersey City, NJ Veritiv Canada
(Sub. Veritiv Corporation)
$6,850 Atlanta, GA 3/18/22 No Data Acquisition Paper distribution Link
Tension Corporation No Data Kansas City, MO Intellus Print Division No Data Montgomeryville,
PA
3/16/22 No Data Acquisition Envelope manufacturing Link
Hybrid Software Group No Data Cambridge, UK iC3d
Creative Edge Software
No Data Minneapolis, MN 3/15/22 $4.0 Acquisition Packaging mockup software Link
DazPak Flexible Packaging
(Port co. H.I.G. Capital)
No Data Commerce, CA TechFlex Packaging No Data Gardena, CA 3/9/22 No Data Acquisition Flexible packaging Link
Joann $2,420 Hudson, OH WeaveUp No Data Durham, NC 3/8/22 No Data Acquisition Digital fabric printing Link
C-P Flexible Packaging
(Port co. First Atlantic Capital)
No Data York, PA Bass Flexible Packaging No Data Lakeville, MN 3/4/22 No Data Acquisition Flexible packaging & bags Link
Xaar $66.5 Cambridge, UK Megnajet No Data Northamptonshire, UK 3/3/22 No Data Acquisition Ink systems Link


2022 March - Bankruptcy Filings in the Printing, Packaging, Paper & Related Industries



Filing Party

Date
Case
Filed
Pre-Petition
Revenues
(US$Mil)



Case #



Filing Party Address



Circuit



Region & City



Judge



Attorney for Debtor



Notes
Chapter 11 Filings:
Art & Antiques Worldwide Media, LLC 3/18/22 No Data 22-00598 Wilmington, NC 4th Eastern NC
Raleigh
David M. Warren George M. Oliver Specialty publishing
Chapter 7 Filings:
No Chapter 7 Filings Found this Month --- --- --- --- --- --- --- --- ---


2022 March - Non-Bankruptcy Closures in the Printing, Packaging, Paper & Related Industries



Closed Company / Facility

Date of Closure
Pre-Closure
Revenues
(US$Mil)



Closing Address
Related Party Related Party
Address
Date Closure Public


Notes

Press
Releases
Little Raymond's Print Shop 3/21/22 No Data Indianapolis, IN  Little Raymond's Print Shop Coppell, TX 3/21/22 Screen printing, apparel & promo items Link
19 Titles
Gannett Weekly Newspapers
May-22 No Data Eastern MA Gannett McLean, VA 3/17/22 Community papers ceasing print editions Link
Stephenson Printing 4/28/22 No Data Alexandria, VA None N/A Mar-22 Commercial printing Link
United Bindery Service 5/2/22 No Data Chicago, IL None N/A Mar-22 Commercial print bindery Link
Diecrafters 5/5/22 No Data Cicero, IL None N/A Mar-22 Commercial print diecutting & finishing Link
Mylan Technologies - Printing facility 5/5/22 No Data Swanton, VT Pfizer New York, NY Mar-22 In-Plant print shop Link

Monday, March 7, 2022

Printing Papers Get Squeezed Out – February 2022 M&A Activity


A refrain is now heard throughout the printing industry; paper supplies are very tight, allocations limit the ability to take on new customers, discounts and rebates are a thing of the past, shipments are delayed until price increases take effect, and printing and packaging companies increase paper inventories at every opportunity. The supply and demand curves have crossed, and the mills are in charge.

There are several reasons pricing leverage has shifted to the mills, including a labor strike at Finnish papermaker UPM, Covid-related supply chain disruptions, shortages of drivers, all in addition to the numerous closures of paper mills over the past several years.

The Finns will eventually go back to work, shipping containers will get sorted out, truck drivers will be hired, and pricing will eventually settle down. However, one trend that is not likely to reverse is the conversion of papermaking machines from printing paper grades to packaging grades.

Conversion to Brown Paper

McKinley Paper Company, a subsidiary of Mexico-based paper producer Bio Pappel, acquired Midwest Paper Group located in Combined Locks, Wisconsin. The Midwest Paper Group mill is the former Appleton Paper mill, which for many years produced fine printing papers. The switch to packaging grades has taken several years to complete, with the mill’s loyal employees traversing a painful path through several owners, receivership, a complete shutdown of the mill, the resurrection and restarting of the machines, and finally the rebuilding of the paper machines to make lower quality, but in demand, packaging grades.

At one time, the Appleton Papers company, which operated the mill, made some of the finest coated printing paper grades. As the former owner of a commercial printing company, I remember that some of the papers that Appleton Papers made were so fine that they were rated above number one and earned the approbation as premium and super-premium grades. Sold under the tradename Utopia One, these were beautiful papers.

Appleton Paper was capable of making these fine grades because the company had a long history of technical proficiency in paper coating technology. Notably, in the 1950’s when the inventor of microencapsulated inks developed the technology that enabled carbonless papers, he went to Appleton to commercialize his invention. Appvion, the successor to the original Appleton Papers company, has retained much of that coating expertise, now applied to direct thermal labels and other highly specialized coated substrates.

As Appleton transitioned to become specialty coating company Appvion, the mills were sold off and acquired by an investment group. That group foresaw the increased demand for packaging grades and began the transformation of the mill’s product lines. However, the company was overleveraged, and the Combined Locks facility eventually was forced to shut down when the company’s lender forced it into receivership in September 2017. Two used machine dealers picked up the 55-acre mill complex in the receivership proceedings, apparently intending to sell off the pieces. Fortuitously, the buyers stopped, looked at what they had bought, and listened to the investment group that had failed to complete the conversion.

The new buyers decided to give it a go and restarted the mill’s papermaking machines in 2018, recalling many of the laid off highly skilled papermakers. Commenting on the continuation of the conversion plans, the president of Midwest was quoted at the time, “White paper is in a declining market and you’re fighting to sell every ton. When you move to brown paper, we’re making both the inside and the outside of the boxes. It may not be sexy, but that market is growing tremendously, and we’re excited about it. We’re using our ability to make high-quality white paper and it put us in a position to make brown paper very, very well.”

McKinley Paper has other papermaking assets in the US, including U.S. Corrugated in Pennsylvania which it acquired in 2019. It’s parent company, Bio Pappel, is focusing its efforts on the production of packaging grades. The purchase by McKinley Paper firmly cements the conversion of the Combined Locks mill site to the production of brown Kraft paper and containerboard products.

More Conversions on the Horizon

In December 2021, Swedish paper company BillerudKorsnäs announced the acquisition of US-based Verso Corporation. Verso is the successor to the coated business of two major paper companies, International Paper and NewPage Holdings. Before being rolled into Verso, NewPage had itself acquired MeadWestvaco’s printing and writing paper business, as well as the North American assets of Stora Enso (formerly Consolidated Papers). Both Verso and NewPage declared bankruptcy and were restructured, shedding billions of dollars of debt in the process. During their relatively short lifespans, Verso and NewPage each separately closed numerous paper mills that produced printing paper grades as the market for these grades contracted.

BillerudKorsnäs stated goal in its acquisition of Verso is to build one of the most cost-efficient and sustainable paperboard platforms in North America by converting some of Verso’s assets into paperboard machines. Verso’s largest mill in Escanaba, Michigan, which currently produces printing and specialty grades for printing magazines, books, direct mail, and labels will be converted into a fully integrated pulp and paperboard production site. The plans call for one machine to be converted by 2025 and a second machine by 2029. BillerudKorsnäs will produce paper at Escanaba during the conversion. At the other mill included in the Verso deal, at Quinnesec, Michigan, the company will continue to produce coated woodfree and specialty printing papers. Despite the buyer’s assertion that it is committed to serve Verso’s existing customers, it appears that almost 75% of the acquired capacity will be converted from printing grades to paperboard grades.

The McKinley Paper mill and Verso conversions follow transitions at other paper mills, including ND Paper’s reworking of its Rumford, Maine paper mill to shift production further into packaging grades. ND Paper is a wholly-owned subsidiary of China-based Nine Dragons Paper Holdings, the largest producer of containerboard in Asia. Similar to Mexico’s Bio Pappel, the Chinese company’s focus is on the production of packaging, not printing, paper grades.

No Going Back

The paper industry has been chasing falling demand across the printing grades for a couple decades, closing mills, seeking to regain pricing leverage. With the uptick in online purchasing and increased consumer spending across the board during the rebound from the Covid shutdowns, the stage was set for the significant shift in paper manufacturing now well underway. The result is that shuttered mills have reopened, and in the process, transitioned to packaging grades. Underperforming mills are purchased, and the new owners reconfigure the paper machines away from printing paper grades and to containerboard or kraft papers. Paper making operations are large and capital-intensive; the moves are major sea changes and will not be easily reversed. The result will be tight supplies of printing grade papers for the foreseeable future.

   
2022 February - Mergers and Acquisitions in the Printing, Packaging, Paper & Related Industries

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


Party #1 Address


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


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

Deal Structure
(Intermediary)


Notes

Press
Release
BlueCrest
(Port co. Platinum Equity)
No Data Danbury, CT Windowbook No Data Cambridge, MA 2/23/22 No Data Acquisition Mail processing software Link
ProAmpac
(Port co. Pritzker Partners)
No Data Cincinnati, OH Belle-Pak Packaging No Data Markham, ON 2/22/22 No Data Acquisition Pouches & flexible packaging Link
AWT Labels & Packaging
(Port co. Morgan Stanley Capital)
No Data Minneapolis, MN  Labeltronix No Data Anaheim, CA 2/17/22 No Data Acquisition Label printing Link
Providence Strategic Growth &
Blue Star Innovation Partners
No Data Boston, MA
Frisco, TX
Printavo No Data Chicago, IL 2/17/22 No Data Acquisition Screen printing MIS software Link
Providence Strategic Growth &
Blue Star Innovation Partners
No Data Boston, MA
Frisco, TX
InkSoft No Data Tempe, AZ 2/17/22 No Data Acquisition Promo products MIS software Link
Apollo Global Management $5,810 New York, NY Novolex
(Port co. Carlyle Group)
No Data Hartsville, SC 2/14/22 No Data Acquisition Bags & diverse packaging Link
Menasha Packaging $2,000 Neenah, WI Color-Box
(Div. Georgia-Pacific)
No Data Atlanta, GA 2/14/22 No Data Acquisition Corrugated boxes Link
Todd McCullough No Data Belton, MO Prime Label KC No Data Belton, MO 2/11/22 No Data Acquisition
(Generational Equity)
Label printing Link
McKinley Paper Company
(Div. Bio Pappel)
No Data Port Angeles, WA Midwest Paper Group
(Port co. Industrial Opportunity Partners)
No Data Combined Locks, WI 2/11/22 No Data Acquisition Paperboard & kraft mill Link
Lakeside Book, Div. LSC
(Port co. Atlas Holdings)
No Data Chicago, IL Phoenix Color
(Sub. ALJ Regional Holdings)
No Data Hagerstown, MD 2/4/22 $134.8 Acquisition Book manufacturing Link
Sealed Air Corporation $5,530 Charlotte, NC Foxpak Flexibles No Data Louth, Ireland 2/1/22 No Data Acquisition Digital flexible packaging Link

   
2022 February - Bankruptcy Filings in the Printing, Packaging, Paper & Related Industries



Filing Party

Date
Case
Filed
Pre-Petition
Revenues
(US$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:
Acorn Sign Graphics, Inc. 2/23/22 $6.0 22-30449 Richmond, VA 4th Eastern VA
Richmond
Kevin R. Huennekens David K. Spiro Signage
Back Bay Sign, LLC 2/4/22 No Data 22-10136 Wilmington, MA 1st Massachusetts
Boston
Frank J. Bailey David B. Madoff Signage


2022 February - Non-Bankruptcy Closures in the Printing, Packaging, Paper & Related Industries



Closed Company / Facility

Date of Closure
Pre-Closure
Revenues
(US$Mil)



Closing Address
Related Party Related Party
Address
Date Closure Public


Notes

Press
Releases
The Print House 3/16/22 No Data Brooklyn, NY None N/A Feb-22 Commercial printing Link