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RR Donnelley buys CGX – Strategic Brilliance or Competitors’ Opportunity? – October 2013 M&A Activity

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The printing industry was abuzz this past month with opinions about why Consolidated Graphics, the billion dollar master of the commercial printing rollup, agreed to be acquired by RR Donnelley. The deal, valued at $620 million plus assumption of Consolidated Graphics’ debt, did not reward the shareholders of Consolidated with a premium – the company sold out effectively at its current market price. Apparently top management at Donnelley liked what they saw, but only at a relative bargain price.

According to much of the buzz, many folks in the industry, myself included, view this deal as a marriage of strange bedfellows. The buyer is the undisputed printing industry behemoth that serves large corporate accounts through its integrated network of high volume facilities, sophisticated data management, and well-oiled corporate structure; the seller a collection of mid-market commercial printing shops mostly purchased from owner-operators during the 1990’s rollup craze in the printing industry.

Industry consultant and pundit Wayne Peterson wrote a cogent and somewhat compelling argument that Donnelley knows exactly what it’s doing, and that it will use the Consolidated Graphics network to deliver product locally to large corporate accounts that have signed onto its comprehensive “we do it all” print management solution. Printers that compete with Donnelley and Consolidated, most notably Dustin LeFebvre of Specialty Print Communications, have blown the battle bugle and urged independent printers to get into the ring and fight. The prize is the sales reps and customers that may feel that their “local” Consolidated printer is now just another cog in the giant Donnelley wheel. We have seen numerous comments that simply note the writer’s belief that Donnelley will consolidate Consolidated, closing plants once it absorbs as much of the top-line revenue as fits its own strategy. As readers of The Target Report know from our post reviewing August ’13 transactions, Donnelley is not sentimental about closing formerly very successful printing plants, having already closed five this year. Whichever way this plays out, I suspect that the independent mid-size commercial printer will be watching closely.

The Mittera Group acquired Wisconsin Web Offset. The company now has a portfolio of printing companies with combined sales of $95 million and operates eight facilities in the Midwest. In addition to this latest acquisition, the company markets its services under various brand identities including Rock Communications, Colorfx, Sundog Studios, and Catchfire Media. Colorfx has itself been listed on our deal log on three separate occasions during the past two years, having acquired Capital City Graphics, Acme Printing, and Demco Printing, all three in Iowa. The Mittera Group clearly is executing a strategy of growth through serial acquisitions within its current geographic range. Are we witnessing the beginning stages of another printing industry rollup now that Consolidated Graphics is disappearing as an independent company?

Publishers of regional newspapers and publications were active in October. Consistent with a current trend in the newspaper industry, which we noted earlier in the year, The Salt Lake Tribune is selling off its printing plant assets to concentrate on its editorial products and delivery of that content through digital media. The buyer of The Tribune’s interest in the printing plant, the Deseret News, will now print and distribute The Tribune’s print edition as well as its own. Freedom Communications, in Santa Ana, California, is back on our deal log. In May ’12, Freedom sold four Midwest newspapers to Versa Capital Management. This time they are the buyer of the Press-Enterprise newspaper in Riverside, California - the purchase included the printing facility as well as the publishing assets. In Lancaster, Pennsylvania, Engle Printing & Publishing purchased Lancaster Magazine from Brookshire Printing. Brookshire also sold off its commercial printing operation to a different buyer and announced plans to cease operations after the sales are completed.

Sandy Alexander in Clifton, New Jersey, having just completed the management buyback of the company from its private equity backers in August ’13, announced the acquisition of SALT Studios, a high-end retouching and computer graphics studio in New York City. This brings the web, sheetfed, and wide-format printer upstream into the creative realm, one of the three paths to diversification we have observed as commercial printers strive to become “marketing service providers” (MSP’s).

For the first time in the two and half years that we have been researching transactions in the printing, packaging, paper, publishing, and related industries, we did not find any Chapter 11 bankruptcy filings, and there were no reported plant closings. We found only two Chapter 7 liquidations of small printing companies that focused on selling promotional items. Following the reduced number of bankruptcy filings in September, it appears that failures, at least those requiring protection of the bankruptcy court, have subsided, while M&A transactions continue at a brisk pace.



2013 October - 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
The Mittera GroupNo DataDes Moines, IAWisconsin Web OffsetNo DataBrookfield, WI10/31/13No DataAcquisition
(Eisen Fox & Company)
Catalog & publication printingLink
RR Donnelley$10,280Chicago, ILConsolidated Graphics$1,050Houston, TX10/24/13$620.0AcquisitionCommercial printingLink
Preferred Packaging PartnersNo DataProvidence, RIMatlet GroupNo DataPawtucket, RI10/23/13$8.5RecapitalizationCommercial print & packagingLink
Progressive PrintersNo DataDayton, OHThomas GraphicsNo DataDayton, OH10/23/13No DataMergerCommercial printingLink
Cooley GroupNo DataRochester, NYProforma I.F. Printing ServicesNo DataRochester, NY10/22/13No DataAcquisitionPromotional items & printingLink
Mail Print
(NextPage)
No DataKansas City, MOGraphic Services PrintingNo DataKansas City, MO10/21/13No DataMergerCommercial printingLink
Mail Print
(NextPage)
No DataKansas City, MOL&L ManufacturingNo DataIndependence, MO10/21/13No DataMergerCommercial printingLink
Deseret NewsNo DataSalt Lake City, UTSalt Lake City Tribune
(Interest in Printing Plant)
No DataWest Valley City, UT10/21/13No DataAsset acquisitionNewspaper printing plantLink
Electronics for Imaging (EFI)$652.1Foster City, CAMetrix SoftwareNo DataEdmonds, WA10/17/13No DataAcquisitionMIS systems for printingLink
Christopher PierceNo DataLisbon, METhe Dingley Press
(Division of The Sheridan Group)
No DataLisbon, ME10/10/13No DataAcquisitionCatalog printingLink
Freedom Communications HoldingsNo DataSanta Ana, CAThe Press EnterpriseNo DataRiverside, CA10/10/13$27.3Asset purchaseNewspaper publishingLink
Engle Printing & PublishingNo DataMount Joy, PALancaster County Magazine
(Division of Brookshire Printing)
No DataLancaster, PA10/9/13No DataAcquisitionLocal publishingLink
Spectrum PrintingNo DataEast Petersburg, PABrookshire Printing
(Commercial Printing Division)
No DataLancaster, PA10/9/13No DataAcquisitionCommercial printingLink
Boxwood Capital
(Div now "Outdoor Image")
No DataRichmond, VAFormetco
(Grand Format Division)
No DataDuluth, GA10/8/13No DataAcquisitionGrand format printingLink
EM PrintingNo DataBartlett, TNJaco-Bryant PrintersNo DataMemphis, TN10/8/13No DataMergerCommercial printing
(combined $7.7Mil revenue)
Link
Cobe CapitalNo DataNew York, NYStaples Printing Systems Division
(European division)
No DataAmsterdam, Netherlands10/7/13No DataAcquisitionPrinting Equipment DistributorLink
Sandy AlexanderNo DataClifton, NJSALT StudiosNo DataNew York, NY10/1/13No DataAcquisitionHigh-end retouchingLink


2013 October - 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:
Uni-Print Products10/10/13No Data13-58051Mount Sterling, OH6thSouthern OH
Columbus
C. Kathryn PrestonMichael T Gunner Printing , copying & promotional items
Washington Promotions & Printing10/8/13No Data13-27070Bethesda, MD4thMaryland
Greenbelt
Thomas J. CatliotaJeffrey M. Sherman Printing , copying & promotional items


2013 October - Non-Bankruptcy Closures in the Printing, Packaging, Paper & Related Industries



Closed Company / Facility

Date of Closure
Pre-Closure
Revenues
($Mil )



Closing Address
Related PartyRelated Party
Address
Date Closure Public


Notes

Press
Releases
No Plant Closures Found this Month------------------------

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